Digital Media Solutions (DMSLQ) 10-Q 9 Nov 21 2021 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2021	Nov. 02, 2021
Entity Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2021
Document Transition Report	false
Entity Registrant Name	Digital Media Solutions, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-38393
Entity Tax Identification Number	98-1399727
Entity Address, Address Line One	4800 140th Avenue N.
Entity Address, Address Line Two	Suite 101
Entity Address, City or Town	Clearwater
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33762
City Area Code	877
Local Phone Number	236-8632
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Central Index Key	0001725134
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Amendment Flag	false
Class A Common Stock
Entity Information [Line Items]
Title of 12(b) Security	Class A common stock, $0.0001 par value per share
Trading Symbol	DMS
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		36,191,189
Redeemable warrants to acquire Class A common stock
Entity Information [Line Items]
Title of 12(b) Security	Redeemable warrants to acquire Class A common stock
Trading Symbol	DMS WS
Security Exchange Name	NYSE
Class B Common Stock
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		25,699,464

CONSOLIDATED CONDENSED BALANCE

CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 18,732	$ 31,397
Accounts receivable, net of allowances of $4,459 and $3,121, respectively	54,386	42,085
Prepaid and other current assets	5,326	2,943
Income tax receivable	2,013	474
Total current assets	80,457	76,899
Property and equipment, net	19,719	15,016
Goodwill	67,127	44,904
Intangible assets, net	80,914	46,447
Deferred tax assets	18,682	18,948
Other assets	965	206
Total assets	267,864	202,420
Current liabilities:
Accounts payable	42,289	37,191
Accrued expenses and other current liabilities	8,542	9,886
Current portion of long-term debt	2,250	7,967
Income tax payable	160	1,413
Short-term Tax Receivable Agreement liability	1,551	510
Contingent consideration payable - current	6,166	0
Total current liabilities	60,958	56,967
Long-term debt	215,767	193,591
Long-term Tax Receivable Agreement liability	15,295	15,760
Deferred tax liability	6,170	7,024
Private Placement Warrant liabilities	8,240	22,080
Contingent consideration payable - non-current	997	0
Deferred acquisition consideration payable	4,713	0
Other non-current liabilities	1,970	2,683
Total liabilities	314,110	298,105
Stockholders' deficit:
Preferred stock, $0.0001 par value, 100,000 shares authorized; none issued and outstanding at September 30, 2021	0	0
Additional paid-in capital	(27,717)	(48,027)
Retained earnings	2,799	(3,146)
Total stockholders' deficit	(24,911)	(51,167)
Non-controlling interest	(21,335)	(44,518)
Total deficit	(46,246)	(95,685)
Total liabilities and deficit	267,864	202,420
Class A Common Stock
Stockholders' deficit:
Common stock	4	3
Class B Common Stock
Stockholders' deficit:
Common stock	3	3
Class C common stock
Stockholders' deficit:
Common stock	$ 0	$ 0

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Income Statement [Abstract]
Net revenue	$ 107,399	$ 82,829	$ 309,281	$ 230,753
Cost of revenue	76,139	57,777	216,680	160,338
Salaries and related costs	12,449	7,882	34,426	24,114
General and administrative expenses	11,161	6,807	28,675	16,756
Acquisition costs	(2,665)	3,248	(705)	3,322
Depreciation and amortization	7,186	4,636	19,649	13,307
Income from operations	3,129	2,479	10,556	12,916
Interest expense	3,756	3,421	10,635	10,702
Change in fair value of warrant liabilities	(6,400)	(3,840)	(13,835)	(3,840)
Debt extinguishment	0	0	2,108	0
Net income before income taxes	5,773	2,898	11,648	6,054
Income tax expense	379	1,636	1,527	1,901
Net income	5,394	1,262	10,121	4,153
Net income attributable to non-controlling interest	1,858	2,463	4,217	2,463
Net income (loss) attributable to Digital Media Solutions, Inc.	$ 3,536	$ (1,201)	$ 5,904	$ 1,690
Weighted-average shares outstanding - basic (in shares)	36,511,000	32,294,000	35,050,000	32,294,000
Weighted-average shares outstanding - diluted (in shares)	63,321,000	32,294,000	61,988,000	32,294,000
Earnings per share attributable to Digital Media Solutions, Inc.:
Basic (usd per share)	$ 0.10	$ 0.09	$ 0.17	$ 0.09
Diluted (usd per share)	$ 0.09	$ 0.09	$ 0.16	$ 0.09

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT) (Unaudited) - USD ($)		Total	Prism Data	SmarterChaos		Class A Common Stock	Class B Common Stock	Total Stockholders' Deficit	Total Stockholders' DeficitPrism Data	Total Stockholders' DeficitSmarterChaos	[2]	Common StockClass A Common Stock	Common StockClass A Common StockPrism Data	Common StockClass A Common StockSmarterChaos	[2]	Common StockClass B Common Stock	Common StockClass B Common StockPrism Data	Additional Paid-in Capital	Additional Paid-in CapitalPrism Data	Additional Paid-in CapitalSmarterChaos	[2]	Retained Earnings	Non- controlling Interest	Members' Deficit
Beginning balance (in shares) at Dec. 31, 2019												0				0
Beginning balance at Dec. 31, 2019		$ (106,258,000)						$ 0				$ 0				$ 0		$ 0				$ 0	$ 0	$ (106,258,000)
Net income (loss)		757,000																						757,000
Member distributions		(170,000)																						(170,000)
Ending balance (in shares) at Mar. 31, 2020												0				0
Ending balance at Mar. 31, 2020		(105,671,000)						0				$ 0				$ 0		0				0	0	(105,671,000)
Beginning balance (in shares) at Dec. 31, 2019												0				0
Beginning balance at Dec. 31, 2019		(106,258,000)						0				$ 0				$ 0		0				0	0	(106,258,000)
Net income (loss)		4,153,000
Ending balance (in shares) at Sep. 30, 2020												32,294				25,857
Ending balance at Sep. 30, 2020		(80,070,000)						(43,025,000)				$ 3,000				$ 3,000		(50,271,000)				7,240,000	(37,045,000)	0
Beginning balance (in shares) at Mar. 31, 2020												0				0
Beginning balance at Mar. 31, 2020		(105,671,000)						0				$ 0				$ 0		0				0	0	(105,671,000)
Net income (loss)		2,134,000																						2,134,000
Ending balance (in shares) at Jun. 30, 2020												0				0
Ending balance at Jun. 30, 2020		(103,537,000)						0				$ 0				$ 0		0				0	0	(103,537,000)
Net income (loss)		1,262,000						3,036,000														3,036,000	2,462,000	(4,236,000)
Shares issued in connection with acquisition		3,000,000						1,861,000										1,861,000					1,139,000
Exercise of warrants to issue Class A common stock (in shares)	[1]											32,294				25,857
Exercise of warrants to issue Class A common stock	[1]	19,205,000						(47,922,000)				$ 3,000				$ 3,000		(52,132,000)				4,204,000	(40,646,000)	107,773,000
Ending balance (in shares) at Sep. 30, 2020												32,294				25,857
Ending balance at Sep. 30, 2020		(80,070,000)						(43,025,000)				$ 3,000				$ 3,000		(50,271,000)				7,240,000	(37,045,000)	0
Beginning balance (in shares) at Dec. 31, 2020												32,393				25,999
Beginning balance at Dec. 31, 2020		(95,685,000)						(51,167,000)				$ 3,000				$ 3,000		(48,027,000)				(3,146,000)	(44,518,000)
Net income (loss)		(212,000)						(119,000)														(119,000)	(93,000)
Shares issued in connection with acquisition (in shares)												1,293
Shares issued in connection with acquisition		15,000,000						9,384,000										9,384,000					5,616,000
Exercise of warrants to issue Class A common stock (in shares)												1
Exercise of warrants to issue Class A common stock		17,000						17,000										17,000
Stock-based compensation		1,365,000						1,365,000										1,365,000
Other		(21,000)																					(21,000)
Ending balance (in shares) at Mar. 31, 2021												33,687				25,999
Ending balance at Mar. 31, 2021		(79,536,000)						(40,520,000)				$ 3,000				$ 3,000		(37,261,000)				(3,265,000)	(39,016,000)
Beginning balance (in shares) at Dec. 31, 2020												32,393				25,999
Beginning balance at Dec. 31, 2020		(95,685,000)						(51,167,000)				$ 3,000				$ 3,000		(48,027,000)				(3,146,000)	(44,518,000)
Units/shares redeemed and issued to Class A Common Stock (in shares)				154,000
Units/shares redeemed and issued to Class A Common Stock				$ 3,000,000
Ending balance (in shares) at Jun. 30, 2021												35,818				25,699
Ending balance at Jun. 30, 2021		(52,907,000)						(28,373,000)				$ 3,000				$ 3,000		(27,642,000)				(737,000)	(24,534,000)
Beginning balance (in shares) at Dec. 31, 2020												32,393				25,999
Beginning balance at Dec. 31, 2020		(95,685,000)						(51,167,000)				$ 3,000				$ 3,000		(48,027,000)				(3,146,000)	(44,518,000)
Net income (loss)		10,121,000
Ending balance (in shares) at Sep. 30, 2021						36,168,000	25,699,000					36,168				25,699
Ending balance at Sep. 30, 2021		(46,246,000)						(24,911,000)				$ 4,000				$ 3,000		(27,717,000)				2,799,000	(21,335,000)	0
Beginning balance (in shares) at Mar. 31, 2021												33,687				25,999
Beginning balance at Mar. 31, 2021		(79,536,000)						(40,520,000)				$ 3,000				$ 3,000		(37,261,000)				(3,265,000)	(39,016,000)
Net income (loss)		4,939,000						2,528,000														2,528,000	2,411,000
Shares issued in connection with acquisition (in shares)												1,595
Shares issued in connection with acquisition		19,823,000						11,513,000										11,513,000					8,310,000
Units/shares redeemed and issued to Class A Common Stock (in shares)													300	154
Units/shares redeemed and issued to Class A Common Stock			$ 192,000	$ 392,000	[2]				$ 192,000	$ 392,000							$ (300)		$ 192,000	$ 392,000
Directors and employee vested units redeemed (in shares)												82
Stock-based compensation		1,394,000						1,394,000										1,394,000
Impact of transactions affecting non-controlling interest	[3]							(3,788,000)										(3,788,000)					3,788,000
Other	[4]	(111,000)						(84,000)										(84,000)					(27,000)
Ending balance (in shares) at Jun. 30, 2021												35,818				25,699
Ending balance at Jun. 30, 2021		(52,907,000)						(28,373,000)				$ 3,000				$ 3,000		(27,642,000)				(737,000)	(24,534,000)
Net income (loss)		5,394,000						3,536,000														3,536,000	1,858,000	0
Directors and employee vested units redeemed (in shares)												350
Stock-based compensation		1,583,000						1,583,000										1,583,000
Impact of transactions affecting non-controlling interest	[3]							(1,416,000)										(1,416,000)					1,416,000
Correction of Business Combination Tax Receivable Agreement		(322,000)						(322,000)										(322,000)
Other	[4]	5,000						80,000										80,000					(75,000)
Ending balance (in shares) at Sep. 30, 2021						36,168,000	25,699,000					36,168				25,699
Ending balance at Sep. 30, 2021		$ (46,246,000)						$ (24,911,000)				$ 4,000				$ 3,000		$ (27,717,000)				$ 2,799,000	$ (21,335,000)	$ 0
[1]	The restatement impact on the Company’s Proceeds in the Business Combination and Net income has changed by the fair value of Private Placement Warrant liabilities in Additional Paid-in Capital of $7.1 million, Retained Earnings of $1.9 million and Non-controlling interest of $4.2 million.
[2]	On June 30, 2021, the sellers of SmarterChaos redeemed approximately one-half of their non-controlling interest held through DMSH Units in exchange for Class A Common Stock in DMS Inc. The non-controlling interest held by the Sellers of SmarterChaos did not include related Class B Common Stock to be retired upon redemption.
[3]	The carrying amount of non-controlling interest was adjusted primarily to reflect the change in ownership interest caused by additional controlling shares contributed as a result of the Crisp acquisition and non-controlling redemptions by Prism and the Sellers of SmarterChaos.
[4]	Includes costs associated with the issuance of equity shares, other distribution costs, and other tax adjustments associated with the Tax Receivable Agreement

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT) (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2021	Sep. 30, 2020
Amount of noncontrolling interest redeemed	50.00%
Stockholders' equity	$ (46,246)	$ (80,070)
Additional Paid-in Capital
Stockholders' equity	(27,717)	(50,271)
Retained Earnings
Stockholders' equity	2,799	7,240
Non- controlling Interest
Stockholders' equity	$ (21,335)	(37,045)
Revision of Prior Period, Adjustment | Additional Paid-in Capital
Stockholders' equity		(7,100)
Revision of Prior Period, Adjustment | Retained Earnings
Stockholders' equity		1,900
Revision of Prior Period, Adjustment | Non- controlling Interest
Stockholders' equity		$ (4,200)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Cash flows from operating activities
Net income	$ 10,121	$ 4,153
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	19,649	13,307
Lease restructuring charges	(81)	0
Debt extinguishment	2,108	0
Provision for bad debt	1,384	800
Stock-based compensation, net of amounts capitalized	3,976	0
Payment of contingent consideration	0	(1,000)
Amortization of debt issuance costs	1,006	699
Deferred income tax provision, net	(856)	(1,261)
Other	0	400
Change in fair value of contingent consideration	(2,525)	0
Change in fair value of warrant liabilities	(13,835)	(3,840)
Change in income tax receivable and payable	(728)	0
Change in accounts receivable	(7,324)	(8,486)
Change in prepaid expenses and other current assets	(2,121)	(495)
Change in accounts payable and accrued expenses	(2,367)	3,210
Change in other liabilities	(516)	(136)
Net cash provided by operating activities	7,891	7,351
Cash flows from investing activities
Additions to property and equipment	(7,875)	(7,481)
Acquisition of businesses, net of cash acquired	(24,830)	(2,799)
Net cash used in investing activities	(32,705)	(10,280)
Cash flows from financing activities
Proceeds from Business Combination	0	29,278
Proceeds from issuance of long-term debt	220,840	0
Payments of long-term debt and notes payable	(200,414)	(3,423)
Proceeds from borrowings on revolving credit facilities	11,000	10,000
Payments of borrowings on revolving credit facilities	(15,000)	(11,000)
Payment of debt issuance costs	(3,565)	(264)
Payment of equity issuance	(475)	0
Payment of early termination	(188)	0
Proceeds from warrants exercised	11	0
Other	(60)	(170)
Net cash provided by financing activities	12,149	24,421
Net change in cash	(12,665)	21,492
Cash, beginning of period	31,397	3,008
Cash, end of period	18,732	24,500
Supplemental Disclosure of Cash Flow Information
Interest	10,908	10,070
Income taxes, net	3,837	1,570
Non-Cash Investing and Financing Transactions:
Contingent and deferred acquisition consideration	11,877	0
Issuance of equity for Aimtell/PushPros/Aramis, Crisp Results and SmarterChaos	35	3,000
Stock-based compensation capitalized in Internally Developed Software	366	0
Capital expenditures included in accounts payable	$ 550	$ 138

CONSOLIDATED CONDENSED BALANC_2

CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Allowance for credit loss	$ 4,459	$ 3,121
Preferred stock par value (usd per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	100,000,000	100,000,000
Preferred stock issued (in shares)	0
Preferred stock outstanding (in shares)	0
Class A Common Stock
Common stock par value (usd per share)	$ 0.0001	$ 0.0001
Common stock authorized (in shares)	500,000,000	500,000,000
Common stock issued (in shares)	36,168,000
Common stock outstanding (in shares)	36,168,000
Class B Common Stock
Common stock par value (usd per share)	$ 0.0001	$ 0.0001
Common stock authorized (in shares)	60,000,000	60,000,000
Common stock issued (in shares)	25,999,000
Common stock outstanding (in shares)	25,699,000
Class C common stock
Common stock par value (usd per share)	$ 0.0001	$ 0.0001
Common stock authorized (in shares)	40,000,000	40,000,000
Common stock issued (in shares)	0
Common stock outstanding (in shares)	0

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business Digital Media Solutions, Inc. (“DMS Inc.”) is a digital performance marketing company offering a diversified lead and software delivery platform that drives high value and high intent leads to its customers. As used in this Quarterly Report, the “Company” refers to DMS Inc. and its consolidated subsidiaries, (including its wholly-owned subsidiary, CEP V DMS US Blocker Company, a Delaware corporation (“Blocker”)). The Company is headquartered in Clearwater, Florida. The Company primarily operates and derives most of its revenues in the United States. Restatement of Previously Issued Financial Statements The notes included herein should be read in conjunction with the Company’s restated audited consolidated financial statements included in the Company’s Annual Report on Form 10-K/A filed with the SEC on May 18, 2021 (the “2020 Form 10-K/A”). As previously disclosed in our 2020 Form 10-K/A, we restated the Company’s previously issued consolidated financial statements as of and for the year ended December 31, 2020, as well as each of the impacted quarters within 2020 to make the necessary accounting corrections related to our warrant accounting for the Private Placement warrants. Correction of Tax Receivable Agreement Liability as of Business Combination date Through the completion of the 2020 tax return during the current interim period, we identified an error recorded upon the Business Combination ( “Business Combination” defined below) that resulted in a decrease in the deferred tax asset of $2.1 million, a decrease in the Tax Receivable Agreement liability of $1.8 million and a decrease in Additional Paid-In Capital of $0.3 million, as compared to the amounts recorded in the consolidated balance sheet as of December 31, 2020 and interim periods in the current fiscal year. As the effect of the correction to these accounts was not material to the prior period financial statements, we elected to correct the balance in the current period, with the offset to Additional Paid-In Capital, which was consistent with the method to record the Deferred Tax Asset and Tax Receivable Agreement liability on the date of the Business Combination. There was no impact to continuing operations, net income, or related per-share amounts for each period. Basis of Presentation These consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. Accordingly, they do not include all of the information and notes required by GAAP for annual financial statements. In the opinion of management, all adjustments consisting of normal and recurring entries considered necessary for a fair presentation of the results for the interim periods presented have been included. All significant intercompany balances and transactions have been eliminated. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts in the financial statements and accompanying notes. These estimates are based on information available as of the date of the unaudited condensed consolidated financial statements; therefore, actual results could differ from those estimates. Interim results are not necessarily indicative of the results for a full year. Business Combination As discussed in more detail in our 2020 Form 10-K/A, on July 15, 2020, DMSH consummated the Business Combination with Leo pursuant to the Business Combination Agreement (“Business Combination”). Pursuant to the Business Combination, DMS Inc. acquired, directly and through its acquisition of the equity of Blocker, approximately 55.5% of the membership interest in DMSH, while Prism Data, LLC, a Delaware limited liability company (“Prism”), CEP V-A DMS AIV Limited Partnership, a Delaware limited partnership (“Clairvest Direct Seller”) and related entities (the “Sellers”) retained approximately 44.5% of the membership interest in DMSH (“non-controlling interests”). For additional information, see Note 2: “Business Combination” in the Notes to Consolidated Financial Statements in our 2020 Form 10-K/A. Non-controlling Interest The non-controlling interest represents the membership interest in Digital Media Solutions Holding (“DMSH”) held by holders other than the Company. As of September 30, 2021, the Prism, Clairvest Direct Sellers and SmarterChaos combined ownership percentage in DMSH was 41.7% and as of December 31, 2020 it was 44.8%. The Company has consolidated the financial position and results of operations of DMSH and reflected the proportionate interest held by Prism, Clairvest Direct Seller and the SmarterChaos sellers as a non-controlling interest. Changes in Accounting Standards and Policies There have been no changes in the significant accounting policies from those that were disclosed in our 2020 Form 10-K/A. Accounting Standards Not Yet Adopted The Company qualifies as an “emerging growth company” and thus has elected to adhere to the extended transition period for complying with new or revised accounting standards under Section 102(b)(1) of the JOBS Act. This election allows the Company to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. In February 2016, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance ASC 842, Lease Accounting , regarding the accounting for leases, and has since issued subsequent updates to the initial guidance. The amended guidance requires the recognition of assets and liabilities for operating leases. The standard was initially effective for annual and interim reporting periods beginning after December 15, 2019. However, in November 2019, the FASB issued amended guidance, which defers for Emerging Growth Companies (“EGC”) the effective date to fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. The standard must be adopted using a modified retrospective transition. We plan to adopt the standard using the optional transition method whereby we would apply the new lease requirements through a cumulative-effect adjustment on the effective date of adoption. We plan to elect the package of practical expedients permitted under the transition guidance of the new standards, which allows us to not reassess whether any expired or existing contracts contain leases, allows us to carry forward the historical lease classification and permits us to exclude from our assessment initial direct costs for any existing leases. We will also make an accounting policy election to exclude leases with an initial term of twelve months or less from our transition adjustment. We are currently evaluating the impact on our consolidated balance sheets, recognizing assets and related lease liabilities. In June 2016, the FASB issued authoritative guidance on accounting for credit losses on financial instruments, including trade receivables, and has since issued subsequent updates to the initial guidance. The amended guidance requires the application of a current expected credit loss model, which measures credit losses based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts. The guidance requires adoption using a modified retrospective approach and is effective for EGC fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We are currently evaluating the impact on our consolidated financial statements.

REVENUE

REVENUE	9 Months Ended
	Sep. 30, 2021
Revenue from Contract with Customer [Abstract]
REVENUE	REVENUE Disaggregation of Revenue The following tables presents the disaggregation of revenue by reportable segment and type of service (in thousands): Three Months Ended September 30, 2021 Brand Marketplace Other Intercompany eliminations Total Net revenue: Customer acquisition $ 63,332 $ 58,278 $ — $ (18,133) $ 103,477 Managed services 1,667 — 1,471 — 3,138 Software services — — 784 — 784 Total Net revenue $ 64,999 $ 58,278 $ 2,255 $ (18,133) $ 107,399 Three Months Ended September 30, 2020 Brand Marketplace Other Intercompany eliminations Total Net revenue: Customer acquisition $ 43,921 $ 39,541 $ — $ (8,755) $ 74,707 Managed services 5,247 — 2,045 — 7,292 Software services — — 830 — 830 Total Net revenue $ 49,168 $ 39,541 $ 2,875 $ (8,755) $ 82,829 Nine Months Ended September 30, 2021 Brand Direct Marketplace Other Intercompany eliminations Total Net revenue: Customer acquisition $ 174,341 $ 165,300 $ — $ (43,260) $ 296,381 Managed services 6,713 — 3,796 — 10,509 Software services — — 2,391 — 2,391 Total Net revenue $ 181,054 $ 165,300 $ 6,187 $ (43,260) $ 309,281 Nine Months Ended September 30, 2020 Brand Direct Marketplace Other Intercompany eliminations Total Net revenue: Customer acquisition 122,557 108,937 — (19,001) 212,493 Managed services 12,885 — 2,945 — 15,830 Software services — — 2,430 — 2,430 Total Net revenue $ 135,442 $ 108,937 $ 5,375 $ (19,001) $ 230,753 Contract balances As of September 30, 2021 and December 31, 2020, the balance of deferred revenue was $0.9 million and $1.7 million, respectively, and recorded within Accrued expenses and other current liabilities on the unaudited condensed consolidated balance sheets. We expect the majority of the deferred revenue balance at September 30, 2021 to be recognized as revenue during the following quarter. For the three and nine months ended September 30, 2021, we recognized revenue of $1.2 million and $1.7 million, respectively, t hat was previously recorded as a contract liability within “Accrued expenses and other current liabilities” on the unaudited condensed consolidated balance sheets.

REPORTABLE SEGMENTS

REPORTABLE SEGMENTS	9 Months Ended
	Sep. 30, 2021
Segment Reporting [Abstract]
REPORTABLE SEGMENTS	REPORTABLE SEGMENTS The Company’s operating segments are determined based on the financial information reviewed by its chief operating decision maker (“CODM”), and the basis upon which management makes resource allocation decisions and assesses the performance of the Company’s segments. The Company evaluates the operating performance of its segments based on financial measures such as net revenue, cost of revenue, and gross profit. Given the nature of the digital marketing solutions business, the amount of assets does not provide meaningful insight into the operating performance of the Company. As a result, the amount of the Company’s assets is not subject to segment allocation and total assets is not included within the disclosure of the Company’s segment financial information. The following tables are a reconciliation of the operations of our segments to income from operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 As Restated 2021 2020 As Restated Net revenue $ 107,399 $ 82,829 $ 309,281 $ 230,753 Brand Direct 64,999 49,168 181,054 135,442 Marketplace 58,278 39,541 165,300 108,937 Other 2,255 2,875 6,187 5,375 Intercompany eliminations (18,133) (8,755) (43,260) (19,001) Cost of revenue 76,139 57,777 216,680 160,338 Brand Direct 49,815 37,828 136,955 103,125 Marketplace 43,822 27,661 121,477 75,101 Other 635 1,043 1,508 1,113 Intercompany eliminations (18,133) (8,755) (43,260) (19,001) Gross profit $ 31,260 $ 25,052 $ 92,601 $ 70,415 Brand Direct 15,184 11,340 44,099 32,317 Marketplace 14,456 11,880 43,823 33,836 Other 1,620 1,832 4,679 4,262 Salaries and related costs 12,449 7,882 34,426 24,114 General and administrative expenses 11,161 6,807 28,675 16,756 Acquisition costs (2,665) 3,248 (705) 3,322 Depreciation and amortization 7,186 4,636 19,649 13,307 Income from operations $ 3,129 $ 2,479 $ 10,556 $ 12,916

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS	9 Months Ended
	Sep. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND INTANGIBLE ASSETS	GOODWILL AND INTANGIBLE ASSETS Goodwill Changes in the carrying value of goodwill, by reporting segment, were as follows (in thousands): Brand Marketplace Other Total Balance, December 31, 2020 $ 8,616 $ 32,660 $ 3,628 $ 44,904 Additions (Note 6) 4,853 17,370 — 22,223 Balance, September 30, 2021 $ 13,469 $ 50,030 $ 3,628 $ 67,127 The carrying amount of goodwill for all reporting units had no accumulated impairments as of September 30, 2021 and December 31, 2020. Intangible assets, net Finite-lived intangible assets, net consisted of the following (in thousands): September 30, 2021 December 31, 2020 Amortization Gross Accumulated Net Gross Accumulated Net Intangible assets subject to amortization: Technology 3 to 5 $ 58,652 $ (28,818) $ 29,834 $ 48,008 $ (21,454) $ 26,554 Customer relationships 2 to 9 56,003 (11,382) 44,621 21,794 (6,749) 15,045 Brand 1 to 7 9,621 (3,808) 5,813 4,295 (961) 3,334 Non-competition agreements 3 1,932 (1,286) 646 2,105 (591) 1,514 Total $ 126,208 $ (45,294) $ 80,914 $ 76,202 $ (29,755) $ 46,447 Amortization expense for finite-lived intangible assets is recorded on a straight-line basis in the pattern in which the assets’ economic benefits are consumed over their estimated useful lives. Amortization expense related to finite-lived intangible assets was $15.4 million and $10.7 million for the nine months ended September 30, 2021 and 2020, respectively.

DEBT

DEBT	9 Months Ended
	Sep. 30, 2021
Debt Disclosure [Abstract]
DEBT	DEBT The following table presents the components of outstanding debt (in thousands): September 30, 2021 December 31, 2020 Term loan $ 224,437 $ 190,541 Revolving credit facility — 4,000 Delayed draw term loan — 8,236 Notes payable — 1,074 Total debt 224,437 203,851 Unamortized debt issuance costs (1) (6,420) (2,293) Debt, net 218,017 201,558 Current portion of long-term debt (2,250) (7,967) Long-term debt $ 215,767 $ 193,591 (1) Includes net debt issuance discount and other costs. On May 25, 2021, Digital Media Solutions, LLC (“DMS LLC”), as borrower, and DMSH, each of which is a subsidiary of DMS, entered into a five-year $275 million senior secured credit facility (the “Credit Facility”), with a syndicate of lenders (“Lenders”), arranged by Truist Bank and Fifth Third Bank, as joint lead arrangers, and Truist Bank, as administrative agent. The Credit Facility is guaranteed by, and secured by substantially all of the assets of, DMS LLC, DMSH LLC and their material subsidiaries, subject to customary exceptions. Pursuant to the Credit Facility, the Lenders provided DMS LLC with senior secured term loans consisting of a senior secured term loan with an aggregate principal amount of $225 million (the “Term Loan”) and a $50 million senior secured revolving credit facility (the “Revolving Facility”). The Term Loan which was issued at an original issue discount of 1.8% or $4.2 million, will be subject to payment of 1.0% of the original aggregate principal amount per annum paid quarterly, with a bullet payment at maturity. The Term Loan will mature, and the revolving credit commitments under the Revolving Facility will terminate, on May 25, 2026, when any outstanding balances will become due. Borrowings under the Revolving Facility bear interest, at our option, at either (i) adjusted LIBOR plus 4.25% or (ii) a base rate (which is equal to the highest of (a) Administrative Agent’s prime rate, (b) the federal funds rate, as in effect from time to time, plus 0.50%, (c) one-month LIBOR plus 1.00%, and (d) 1.75% (the “Base Rate”)), plus 3.25%. The Term Loan bears interest at our option, at either (i) adjusted LIBOR plus 5.00% or (ii) the Base Rate plus 4.00%. Under the Revolving Facility, DMS LLC will pay a 0.50% per annum commitment fee in arrears on the undrawn portion of the revolving commitments. The initial $4.2 million debt discount and $3.5 million debt issuance cost related to the Term Loan and Revolving Facility will be amortized over the term of the loan consistent with the effective interest method. As of September 30, 2021, the Term Loan debt discount and debt issuance cost classified as debt had a remaining unamortized balance of $3.9 million and $2.5 million, respectively. The $0.8 million unamortized debt issuance cost associated with the undrawn Revolving Facility is classified and amortized as a long term asset. Upon the closing of the Credit Facility, the credit agreement dated as of July 3, 2018, by and among DMS LLC, DMSH, each of their subsidiaries party thereto, various financial institutions party thereto and Monroe Capital Management Advisors, LLC, as administrative agent and lead arranger, and all outstanding amounts thereunder that was previously outstanding with an aggregate principal amount of $210 million was extinguished, and the $15 million revolving credit facility was closed. The Company recognized a loss on debt extinguishment of $2.1 million during the nine months ended September 30, 2021, which primarily included accelerated amortization of deferred financing costs, legal fees and early termination fee. The loss recognized is presented as “Debt Extinguishment” in the condensed consolidated statement of operations. Debt Maturity Schedule The scheduled maturities of our total debt are estimated as follows at September 30, 2021: (in thousands) 2021 $ 562 2022 2,250 2023 2,250 2024 2,250 2025 and thereafter 217,125 Total debt $ 224,437

ACQUISITIONS

ACQUISITIONS	9 Months Ended
	Sep. 30, 2021
Business Combinations [Abstract]
ACQUISITIONS	ACQUISITIONS Crisp Results On April 1, 2021, the Company completed a transaction to purchase the assets of Crisp Marketing, LLC (“Crisp Results”). Crisp Results is a digital performance advertising company that connects consumers with brands within the insurance sector, with primary focus on the Medicare insurance industry. Crisp Results is known for providing predictable, reliable, flexible and scalable customer acquisition solutions, supporting large brands with a process that combines data, design, technology and innovation. The Company paid consideration of $40.0 million upon closing of the transaction, consisting of $20.0 million cash and Class A Common Stock valued at $20.0 million. The transaction also includes up to $10.0 million in contingent consideration to be earned over the 12 months following the acquisition, subject to the achievement of certain milestones, and $5.0 million of deferred payment, to be paid 18-months after the acquisition date. As of April 1, 2021, the acquisition date, the present value of the contingent consideration earnout was recorded at $4.8 million, and the deferred consideration was $4.6 million. As of September 30, 2021, the contingent consideration earnout decreased $0.2 million during the current quarter to a total of $4.6 million, and the deferred consideration did not materially change. The contingent consideration and deferred payment can be paid in cash or DMS Class A Common Stock at the election of the Company. In conjunction with this acquisition, we incurred approximately $0.7 million of legal and other acquisition-related expenses, which were recorded as Acquisition costs in the unaudited condensed consolidated operations during the nine months ended September 30, 2021. Additionally, we incurred $0.2 million of equity issuance costs, offsetting the 1.6 million share issuance in the equity for Crisp Results. The Company primarily used an Income Approach, specifically a Discounted Cash Flow (“DCF”) analysis, which represents Level 3 fair value measurements, to assess the components of its purchase price allocation. The acquisition was accounted for as a business combination, whereby the excess of the fair value of the business over the fair value of identifiable net assets was allocated to goodwill. The results of operations of the acquired business have been included in the Company’s results of operations since the acquisition date of April 1, 2021. Under Accounting Standards Codification 805 (“ASC 805”), an acquirer must recognize any assets acquired and liabilities assumed at the acquisition date, measured at fair value as of that date. Assets meeting the identification criteria included tangible assets, such as real and personal property, and intangible assets. Identified intangible assets included the brand and customer relationships of the acquired business. The fair value of the brand was determined by applying an Income Approach, specifically the Relief from Royalty Method. The fair value of the acquired customer relationships was determined by applying an Income Approach, specifically the Multi Period Excess Earnings Method. The goodwill related to this transaction reflects the workforce and synergies expected from combining the operations of Crisp Results and is included in the Marketplace reportable segment. Goodwill is expected to be deductible for tax purposes. Intangible assets primarily consist of brand and customer relationships with an estimated useful life of one five Aimtell, PushPros and Aramis The Company acquired on February 1, 2021, Aimtell, Inc. (“Aimtell”), PushPros, Inc. (“PushPros”) and Aramis Interactive (“Aramis”). Aimtell and PushPros are leading providers of technology-enabled digital performance advertising solutions connecting consumers and advertisers within the home, auto, health and life insurance verticals. Aramis is a network of owned-and-operated websites that leverages the Aimtell and PushPros technologies and relationships. The Company paid consideration, date of the acquisition, $20.0 million at the closing transaction, consisting of $5.0 million in cash and approximately 1.29 million shares of Class A Common Stock valued at $15.0 million, subject to a lock-up agreement, contingent consideration with a fair value of $4.9 million and working capital of $0.3 million. Total payouts for contingent consideration over the three years following the closing of the transaction is $15.0 million, subject to the acquired companies reaching certain milestones. As of February 1, 2021, the acquisition date, the present value of the contingent consideration earnout was recorded at $4.9 million. From the acquisition date, Aimtell/PushPros/Aramis contingent consideration overall declined $2.4 million to approximately $2.5 million resulting from our revised earnout forecast achieving certain business performance milestones. The contingent consideration can be paid in cash or DMS Class A Common Stock at the election of the Company. In conjunction with this acquisition, we incurred approximately $0.5 million of legal and other acquisition-related expenses, which were recorded as Acquisition costs in the unaudited condensed consolidated statements of operations during the nine months ended September 30, 2021. The Company primarily used an Income Approach, specifically a Discounted Cash Flow (“DCF”) analysis, which represents Level 3 fair value measurements, to assess the components of its purchase price allocation. The acquisition was accounted for as a business combination, whereby the excess of the fair value of the business over the fair value of identifiable net assets was allocated to goodwill. The results of operations of the acquired businesses have been included in the Company’s results of operations since the acquisition date of February 1, 2021. Under Accounting Standards Codification 805 (ASC 805), an acquirer must recognize any assets acquired and liabilities assumed at the acquisition date, measured at fair value as of that date. Assets meeting the identification criteria included tangible assets, such as real and personal property, and intangible assets. Identified intangible assets included the brand, technology and customer relationships of the acquired business. The fair value of the brand and technology was determined by applying an Income Approach, specifically the Relief from Royalty Method. The fair value of the acquired customer relationships was determined by applying an Income Approach, specifically the Multi Period Excess Earnings Method. The goodwill related to this transaction reflects the workforce and synergies expected from combining the operations of Aimtell/Aramis/PushPros and is included in the Brand Direct reportable segment. Goodwill is expected to be deductible for Aramis and PushPros for tax purposes. Intangible assets primarily consist of technology, brand and customer relationships with an estimated useful life of four years for technology, one five SmarterChaos and She is Media On July 16, 2020, the Company acquired SmarterChaos.com, LLC, a premier digital marketing and online performance management marketer, along with She Is Media, a female-centric performance ad network (collectively, “SmarterChaos”), for cash and equity of DMSH totaling approximately $5.8 million, net of cash, which was subject to a working capital adjustment that was finalized December 31, 2020. DMSH issued the SmarterChaos sellers approximately 307,000 DMSH Units, which were convertible to Class A Common Stock, with an aggregate total value of $3.0 million based on the DMS Inc. stock price on July 15, 2020. The SmarterChaos sellers also became parties to the Amended Partnership Agreement. In conjunction with this acquisition, we incurred during third quarter of 2020 approximately $0.4 million of legal and other acquisition-related expenses, which were recorded as Acquisition costs in the unaudited condensed consolidated statements of operations. On June 30, 2021, SmarterChaos sellers elected to redeem 154,000 DMSH units; DMS Inc. elected to exchange those for shares of Class A common stock, with an aggregate capital contribution to DMSH of approximately $3.0 million. The Company primarily used an Income Approach, specifically a Discounted Cash Flow (“DCF”) analysis, which represents Level 3 fair value measurements, to assess the components of its purchase price allocation. The acquisition was accounted for as a business combination, whereby the excess of the fair value of the business over the fair value of identifiable net assets was allocated to goodwill. The results of operations of the acquired businesses have been included in the Company’s results of operations since the acquisition date of July 16, 2020. Under Accounting Standards Codification 805 (ASC 805), an acquirer must recognize any assets acquired and liabilities assumed at the acquisition date, measured at fair value as of that date. Assets meeting the identification criteria included tangible assets, such as real and personal property, and intangible assets. Identified intangible assets included the brand and customer relationships of the acquired business. The fair value of the brand was determined by applying an Income Approach, specifically the Relief from Royalty Method. The fair value of the acquired customer relationships was determined by applying an Income Approach, specifically the Multi Period Excess Earnings Method. The goodwill related to this transaction reflects the workforce and synergies expected from combining the operations of SmarterChaos and is included in the Other reportable segment. Goodwill is expected to be deductible for tax purposes. Intangible assets primarily consist of brand and customer relationships with an estimated useful life of one five Net assets and liabilities acquired from the 2020 and 2021 Acquisitions consist of the following: (In thousands) SmarterChaos Aimtell, PushPros and Aramis (preliminary) Crisp Results (preliminary) Expected Useful Life 2020 2021 2021 Goodwill $ 3,078 $ 4,853 $ 17,370 Technology $ — $ 10,500 $ — 4 Customer relationships $ 2,500 $ 7,920 $ 26,000 5 to 6 Accounts receivable $ 576 $ 3,313 $ 2,610 Brand $ 277 $ 226 $ 5,100 1 to 7 Non-competitive agreements $ — $ 117 $ — 3 Property and equipment $ 28 $ 250 $ 220 3 to 5 Accounts payable $ (1,156) $ (2,966) $ (1,593) Other assets acquired and liabilities assumed, net (1) $ 496 $ 1,057 $ — Net assets and liabilities acquired $ 5,799 $ 25,270 $ 49,707 (1) Other assets acquired and liabilities assumed, net includes Prepaids, and Other Current Assets, partially offset by other current liabilities (i.e., Travel and expense payables, payroll liabilities, tax liabilities). The following schedule represents the amounts of net revenue and net income (loss) from operations related to 2021 acquisitions which have been included in the unaudited consolidated statements of operations for the periods indicated subsequent to the acquisition date. Three Months Ended September 30, Nine Months Ended September 30, (In thousands) Aimtell, PushPros and Aramis Crisp Marketing Aimtell, PushPros and Aramis Crisp Marketing Net revenue $ 5,976 $ 6,407 $ 16,051 $ 13,374 Net income (loss) from operations (2,359) (2,627) (2,978) (2,783) Pro Forma Information The following unaudited pro forma financial information represents the consolidated financial information as if the acquisitions had been included in our consolidated results beginning on the first day of the fiscal year prior to their respective acquisition dates. The pro forma results do not reflect any cost savings, operating synergies or revenue enhancements that the combined company may achieve as a result of the acquisitions; the costs to combine the companies’ operations; or the costs necessary to achieve these costs savings, operating synergies and revenue enhancements. The pro forma results do not necessarily reflect the actual results of operations of the combined companies under our ownership and operation. Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 (In thousands) Aimtell, PushPros and Aramis Crisp Results Aimtell, PushPros and Aramis Crisp Results Net revenue $ 5,976 $ 6,407 $ 20,836 $ 21,653 Net income (loss) from operations $ (2,359) $ (2,627) $ (1,724) $ (540) Three Months Ended September 30, 2020 Nine Months Ended September 30, 2020 Aimtell, PushPros and Aramis Crisp Results Aimtell, PushPros and Aramis Crisp Results Net revenue $ 7,164 $ 7,453 $ 23,596 $ 20,563 Net income (loss) from operations $ 1,506 $ 2,070 $ 4,774 $ 4,175

RESTRUCTURING COSTS

RESTRUCTURING COSTS	9 Months Ended
	Sep. 30, 2021
Restructuring and Related Activities [Abstract]
RESTRUCTURING COSTS	RESTRUCTURING COSTS Restructuring costs include expenses associated with the Company’s effort to continually improve operational efficiency and reposition its assets to remain competitive on a national basis. Termination of office lease and other related costs include lease and termination of fixed assets, employee training, relocation and facility costs. These costs are recorded in General and administrative expenses in the unaudited condensed consolidated statements of operations. During the year ended December 31, 2020, the Company entered into negotiations with landlords to terminate lease agreements, for twelve different properties for approximately 62,113 square feet of office space located in Canada and the United States. The Company has settled eight leases through cash buyout or termination. During the first nine months of 2021, the Company has continued its negotiations with landlords to terminate lease agreements. One new lease was added to the restructuring lease liability through acquisition of Crisp Results in the second quarter of 2021, resulting in five properties for approximately 57,469 square feet of office space located in the United States that are currently in negotiations. As of September 30, 2021, a reserve of approximately $2.4 million was recorded; and $1.2 million is accrued for within Accrued expenses and other current liabilities and $1.2 million is accrued for within Other non-current liabilities, on the unaudited condensed consolidated balance sheets. The change in liability for the restructuring costs for the three and nine months ended September 30, 2021, was as follows: Three Months Ended September 30, 2021 Restructuring Lease Liability Beginning balance at July 1, 2021 $ 2,957 Valuation adjustments (300) Lease payments (333) Lease accretion 45 Ending balance at September 30, 2021 $ 2,369 Nine Months Ended September 30, 2021 Restructuring Lease Liability Beginning balance at January 1, 2021 $ 3,653 Valuation adjustments (219) Lease payments (1,203) Lease accretion 138 Ending balance at September 30, 2021 $ 2,369

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	FAIR VALUE MEASUREMENTS The Company utilizes fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. The carrying amounts of our cash and cash equivalents, accounts receivable, income taxes receivable, accounts payable, accrued expenses and income taxes payable, which approximate fair value because of the short-term maturity of those instruments. Private Placement Warrants We record the fair value of the Private Placement Warrants as a liability in the Company’s consolidated balance sheet as of December 31, 2020. The fair value of the Private Placement Warrants is considered a Level 3 valuation and is determined using the Black-Scholes-Merton valuation model. Changes in fair value of the Private Placement Warrants are presented under Change in the fair value of warrant liabilities on the Income Statement. As of September 30, 2021, the Company has approximately 4.0 million Private Placement Warrants outstanding. The significant assumptions were as follows: September 30, 2021 Private Placement Warrants Fair Value Per Share $ 2.06 Private Placement Warrant valuation inputs: Stock price $ 7.25 Strike price $ 11.50 Remaining contractual term in years 3.79 Estimated volatility of Class A Common Stock 55.0 % Dividend yield 0.0 % Risk free interest rate 0.71 % Contingent consideration payable related to acquisitions The fair value of the contingent consideration payable for the Aimtell/PushPros/Aramis and Crisp Results acquisitions (described in Note 6 Acquisitions ) were determined using a Monte Carlo fair value analysis based on estimated performance and the probability of achieving certain targets. As certain inputs are not observable in the market, the contingent consideration is classified as a Level 3 instrument. Changes in fair value of contingent consideration are presented under Acquisition costs on the unaudited condensed statement of operations. Contingent Consideration assumptions: Aimtell / PushPros CYE2021 Revenue Historical - 9 Months $ 6,126,771 CYE2021 Revenue Expectations - 3 Months $ 1,695,000 CYE2022 Revenue Expectations $ 8,485,541 CYE2023 Revenue Expectations $ 9,758,372 CYE2021 Risk Adjusted Revenue - 3 Months $ 1,672,650 CYE2022 Risk Adjusted Revenue $ 7,838,431 CYE2023 Risk Adjusted Revenue $ 8,113,756 Revenue Volatility 40 % Risk adjustment discount rate 11.8 % Risk free / Credit risk 6.0 % Contingent Consideration assumptions: Aramis CYE2021 EBITDA - Historical $ 2,383,921 CYE2021 EBITDA 3 Months Expectation $ 1,290,000 CYE2021 Risk Adjusted 3 Months EBITDA $ 1,248,942 CYE2022 Earnout Successful Probability 99 % EBITDA Volatility 110 % Risk adjustment discount rate 34 % Risk free / Credit risk 6.0 % Contingent Consideration assumptions: Crisp Results EBITDA Historical - 6 Months $ 1,800,314 EBITDA Expectations - 6 Months 7,204,542 Risk adjustment EBITDA - 6 Months $ 6,886,426 EBITDA volatility 70 % Risk adjustment discount rate 22 % Risk free / Credit risk 6.0 % September 30, 2021 Category Level 1 Level 2 Level 3 Total Liabilities: Private Warrant Liabilities Total liabilities $ — $ — $ 8,240 $ 8,240 Contingent consideration - current Contingent consideration payable $ 6,166 $ 6,166 Contingent consideration -non-current Contingent consideration payable $ — $ — $ 997 $ 997 Total $ — $ — $ 15,403 $ 15,403 The following table represents the change in the warrant liability and contingent consideration (in thousands): Nine Months Ended September 30, 2021 Private Placement Warrants Contingent Consideration Beginning January 1, 2021 $ 22,080 $ — Additions — 9,688 Changes in fair value (13,835) (2,525) Settlements (5) — Ending September 30, 2021 $ 8,240 $ 7,163 Three Months Ended September 30, 2021 Private Placement Warrants Contingent Consideration Beginning July 1, 2021 $ 14,640 $ 10,248 Additions — — Changes in fair value (6,400) (3,085) Settlements — — Ending September 30, 2021 $ 8,240 $ 7,163

EMPLOYEE AND DIRECTOR INCENTIVE

EMPLOYEE AND DIRECTOR INCENTIVE PLANS	9 Months Ended
	Sep. 30, 2021
Share-based Payment Arrangement [Abstract]
EMPLOYEE AND DIRECTOR INCENTIVE PLANS	EMPLOYEE AND DIRECTOR INCENTIVE PLANS 2020 Omnibus Incentive Plan On July 15, 2020, Leo’s shareholders approved the 2020 Omnibus Incentive Plan (the “2020 Plan”). The 2020 Plan allows for the issuance of stock options, stock appreciation rights, stock awards (including restricted stock awards (“RSAs”) and Restricted Stock Units (“RSUs”)) and other stock-based awards. Directors, officers and employees, as well as others performing independent consulting or advisory services for the Company or its affiliates, will be eligible for grants under the 2020 Plan. The aggregate number of shares reserved under the 2020 Plan is approximately 11.6 million. The 2020 Plan terminates on June 24, 2030. The fair value of non-vested shares is determined based on the closing trading price of the Company’s shares on the grant date and are amortized over the award’s service period. At September 30, 2021, total non-vested stock-based compensation expense related to restricted stock was $12.1 million, which will be recognized over a weighted-average remaining period of 2.55 years. The weighted-average grant-date fair value of shares granted during the nine-month period ended September 30, 2021, was $9.27 per share. Restricted Shares The following table presents the restricted share activity for the nine-month period ended September 30, 2021 (in thousands, except price per share): Restricted Stock Units Number of Restricted Stock Weighted-Average Grant Date Fair Value Outstanding at January 1, 2021 1,197 $ 7.31 Granted 997 $ 12.10 Exercised (432) $ 11.73 Forfeited/Canceled (299) $ 7.31 Outstanding at September 30, 2021 1,463 $ 9.27 As of September 30, 2021, the Company has one share-based compensation plan that allows for granting of restricted share units and stock options. The compensation cost that has been recorded against Consolidated Statement of Operations, “Salaries and related costs” was approximately $1.6 million and $4.3 million for the three and nine months ended September 30, 2021, respectively. The following table presents the stock option activity for the quarter ended September 30, 2021 (in thousands, except price per share): Stock Options Number of Stock Options Weighted-Average Grant Date Fair Value Weighted-Average Remaining Contractual Term (in Years) Outstanding at January 1, 2021 551 $ 3.34 5.9 years Granted 1,664 $ 4.13 6.3 years Forfeited/expired (160) $ 4.07 6.3 years Outstanding at September 30, 2021 2,055 $ 3.92 6.2 years The weighted-average grant-date strike price of options during the three and nine months ended September 30, 2021 was $8.32 and $8.21 per share, respectively. As of September 30, 2021, the total number of shares issued to other nonemployee consultants for advisory and consulting services are 126,000 restricted units and 118,000 stock options that represent total stock-based compensation fair value of $1.8 million, which $0.2 million has been recorded for services provided to date. On October 27, 2021, the board voted to accelerate the vesting of 34,000 restricted units and 32,000 stock options, which will result in immediate recognition of approximately $0.5 million expense in Q4 2021.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2021
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES As a result of the Business Combination, the Company consists of DMS Inc. and its wholly-owned subsidiary, Blocker, which owns 55.2% of equity interests in DMSH. DMSH is treated as a partnership for purposes of U.S. federal and certain state and local income tax. As a U.S. partnership, generally DMSH will not be subject to corporate income taxes (except with respect to UE, as described below). Instead, each of the ultimate partners (including DMS Inc.) are taxed on their proportionate share of DMSH taxable income. While the Company consolidates DMSH for financial reporting purposes, the Company will only be taxed on its allocable share of future earnings (i.e. those earnings not attributed to the non-controlling interests, which continue to be taxed on their own allocable share of future earnings of DMSH). The Company’s income tax expense is attributable to the allocable share of earnings from DMSH, a portion of activities of DMSH that are subject to Canadian income tax, and the activities of UE, a wholly-owned U.S. corporate subsidiary of DMSH, which is subject to U.S. federal and state and local income taxes. The income tax burden on the earnings allocated to the non-controlling interests is not reported by the Company in its condensed consolidated financial statements under GAAP. As a result, the Company’s effective tax rate is expected to differ materially from the statutory rate. The Company’s tax provision or benefit from income taxes for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items, if any. Each quarter the Company updates its estimate of the annual effective tax rate and makes a year-to-date adjustment to the provision. The Company recorded income tax expense of $0.4 million and $1.5 million for the three and nine months ended September 30, 2021, respectively. The blended effective tax rate for the three and nine months ended September 30, 2021 was 6.57% and 13.11%, respectively, which varies from our statutory U.S. tax rate due to taxable income or loss that is allocated to the non-controlling interest as well as due to the impact of changes to the estimate of expected tax benefits related to the Business Combination. The Company recorded $1.6 million and $1.9 million income tax expense for the three and nine months ended September 30, 2020, respectively. The blended effective tax rate for the three and nine months ended September 30, 2020 was 56.45% and 31.40%, respectively, which varies from our statutory U.S. tax rate due to taxable income or loss that is allocated to the non-controlling interest. Tax Receivable Agreement In conjunction with the Business Combination, DMS Inc. and Blocker also entered into a Tax Receivable Agreement with the Sellers. Pursuant to the Tax Receivable Agreement, DMS Inc. is required to pay the Sellers (i) 85% of the amount of savings, if any, in U.S. federal, state and local income tax that DMS Inc. and Blocker actually realize as a result of (A) certain existing tax attributes of Blocker acquired in the Business Combination, and (B) increases in Blocker’s allocable share of the tax basis of the assets of DMS and certain other tax benefits related to the payment of the cash consideration pursuant to the Business Combination Agreement and any redemptions or exchanges of DMS Units for cash or Class A Common Stock after the Business Combination and (ii) 100% of certain refunds of pre-Closing taxes of DMSH and Blocker received during a taxable year beginning within two

EARNINGS PER SHARE

EARNINGS PER SHARE	9 Months Ended
	Sep. 30, 2021
Earnings Per Share [Abstract]
EARNINGS PER SHARE	EARNINGS PER SHARE Basic earnings per share of Class A common stock is computed by dividing net income attributable to DMS Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted earnings per share of Class A common stock is computed by dividing net income attributable to DMS Inc., by the weighted-average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive elements. Prior to the Business Combination, the membership structure of DMSH included units which had profit interests. The Company analyzed the calculation of earnings per unit for periods prior to the Business Combination and determined that it resulted in values that would not be meaningful to the users of these unaudited condensed consolidated financial statements. Therefore, earnings per share information has not been presented for periods prior to the Business Combination on July 15, 2020. The basic and diluted earnings per share for the three and nine months ended September 30, 2020, represent only the period of July 15, 2020 to September 30, 2020. The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock: Three Months Ended September 30, Nine Months Ended September 30, Three Months Ended September 30, 2020 (As restated) Nine Months Ended September 30, 2020 (As restated) 2021 2021 2020 2020 Numerator: Net income $ 5,394 $ 10,121 $ 1,262 $ 4,153 Net income (loss) attributable to DMSH prior to the Business Combination $ — $ — $ (4,236) $ (1,345) Net income attributable to noncontrolling interest $ 1,858 $ 4,217 $ 2,463 $ 2,463 Net income (loss) attributable to Digital Media Solutions, Inc. - basic $ 3,536 $ 5,904 $ 3,035 $ 3,035 Net income attributable to noncontrolling interest $ 1,858 $ 4,217 $ — $ — Net income (loss) attributable to Digital Media Solutions, Inc. - diluted $ 5,394 $ 10,121 $ 3,035 $ 3,035 Denominator: Weighted average shares - basic 36,511 35,050 32,294 32,294 Add: dilutive effects of DMSH Units convertible to Class A Common Stock 25,853 25,853 — — Add: dilutive effects of employee equity awards 267 515 — — Add: dilutive effects of Private Placement warrants — — — — Add: dilutive effects of public warrants — 168 — — Add: dilutive effects of deferred consideration 690 402 — — Weighted average shares - diluted 63,321 61,988 32,294 32,294 Net income per common share: Basic $ 0.10 $ 0.17 $ 0.09 $ 0.09 Diluted $ 0.09 $ 0.16 $ 0.09 $ 0.09 For the three months ended September 30, 2021, the Company excluded 14.0 million warrants, 2.4 million employee equity awards, as the effect was anti-dilutive. For the nine months ended September 30, 2021, the Company excluded 4.0 million warrants and approximately 1.9 million employee equity awards as the effect was anti-dilutive.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of presentation	Basis of Presentation These consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. Accordingly, they do not include all of the information and notes required by GAAP for annual financial statements. In the opinion of management, all adjustments consisting of normal and recurring entries considered necessary for a fair presentation of the results for the interim periods presented have been included. All significant intercompany balances and transactions have been eliminated. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts in the financial statements and accompanying notes. These estimates are based on information available as of the date of the unaudited condensed consolidated financial statements; therefore, actual results could differ from those estimates. Interim results are not necessarily indicative of the results for a full year.
New accounting standards	Accounting Standards Not Yet Adopted The Company qualifies as an “emerging growth company” and thus has elected to adhere to the extended transition period for complying with new or revised accounting standards under Section 102(b)(1) of the JOBS Act. This election allows the Company to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. In February 2016, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance ASC 842, Lease Accounting , regarding the accounting for leases, and has since issued subsequent updates to the initial guidance. The amended guidance requires the recognition of assets and liabilities for operating leases. The standard was initially effective for annual and interim reporting periods beginning after December 15, 2019. However, in November 2019, the FASB issued amended guidance, which defers for Emerging Growth Companies (“EGC”) the effective date to fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. The standard must be adopted using a modified retrospective transition. We plan to adopt the standard using the optional transition method whereby we would apply the new lease requirements through a cumulative-effect adjustment on the effective date of adoption. We plan to elect the package of practical expedients permitted under the transition guidance of the new standards, which allows us to not reassess whether any expired or existing contracts contain leases, allows us to carry forward the historical lease classification and permits us to exclude from our assessment initial direct costs for any existing leases. We will also make an accounting policy election to exclude leases with an initial term of twelve months or less from our transition adjustment. We are currently evaluating the impact on our consolidated balance sheets, recognizing assets and related lease liabilities. In June 2016, the FASB issued authoritative guidance on accounting for credit losses on financial instruments, including trade receivables, and has since issued subsequent updates to the initial guidance. The amended guidance requires the application of a current expected credit loss model, which measures credit losses based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts. The guidance requires adoption using a modified retrospective approach and is effective for EGC fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We are currently evaluating the impact on our consolidated financial statements.
Earnings per share	Basic earnings per share of Class A common stock is computed by dividing net income attributable to DMS Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted earnings per share of Class A common stock is computed by dividing net income attributable to DMS Inc., by the weighted-average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive elements.

REVENUE (Tables)

REVENUE (Tables)	9 Months Ended
	Sep. 30, 2021
Revenue from Contract with Customer [Abstract]
Disaggregation of Revenue	The following tables presents the disaggregation of revenue by reportable segment and type of service (in thousands): Three Months Ended September 30, 2021 Brand Marketplace Other Intercompany eliminations Total Net revenue: Customer acquisition $ 63,332 $ 58,278 $ — $ (18,133) $ 103,477 Managed services 1,667 — 1,471 — 3,138 Software services — — 784 — 784 Total Net revenue $ 64,999 $ 58,278 $ 2,255 $ (18,133) $ 107,399 Three Months Ended September 30, 2020 Brand Marketplace Other Intercompany eliminations Total Net revenue: Customer acquisition $ 43,921 $ 39,541 $ — $ (8,755) $ 74,707 Managed services 5,247 — 2,045 — 7,292 Software services — — 830 — 830 Total Net revenue $ 49,168 $ 39,541 $ 2,875 $ (8,755) $ 82,829 Nine Months Ended September 30, 2021 Brand Direct Marketplace Other Intercompany eliminations Total Net revenue: Customer acquisition $ 174,341 $ 165,300 $ — $ (43,260) $ 296,381 Managed services 6,713 — 3,796 — 10,509 Software services — — 2,391 — 2,391 Total Net revenue $ 181,054 $ 165,300 $ 6,187 $ (43,260) $ 309,281 Nine Months Ended September 30, 2020 Brand Direct Marketplace Other Intercompany eliminations Total Net revenue: Customer acquisition 122,557 108,937 — (19,001) 212,493 Managed services 12,885 — 2,945 — 15,830 Software services — — 2,430 — 2,430 Total Net revenue $ 135,442 $ 108,937 $ 5,375 $ (19,001) $ 230,753

REPORTABLE SEGMENTS (Tables)

REPORTABLE SEGMENTS (Tables)	9 Months Ended
	Sep. 30, 2021
Segment Reporting [Abstract]
Reconciliation of Operations of Segments	The following tables are a reconciliation of the operations of our segments to income from operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 As Restated 2021 2020 As Restated Net revenue $ 107,399 $ 82,829 $ 309,281 $ 230,753 Brand Direct 64,999 49,168 181,054 135,442 Marketplace 58,278 39,541 165,300 108,937 Other 2,255 2,875 6,187 5,375 Intercompany eliminations (18,133) (8,755) (43,260) (19,001) Cost of revenue 76,139 57,777 216,680 160,338 Brand Direct 49,815 37,828 136,955 103,125 Marketplace 43,822 27,661 121,477 75,101 Other 635 1,043 1,508 1,113 Intercompany eliminations (18,133) (8,755) (43,260) (19,001) Gross profit $ 31,260 $ 25,052 $ 92,601 $ 70,415 Brand Direct 15,184 11,340 44,099 32,317 Marketplace 14,456 11,880 43,823 33,836 Other 1,620 1,832 4,679 4,262 Salaries and related costs 12,449 7,882 34,426 24,114 General and administrative expenses 11,161 6,807 28,675 16,756 Acquisition costs (2,665) 3,248 (705) 3,322 Depreciation and amortization 7,186 4,636 19,649 13,307 Income from operations $ 3,129 $ 2,479 $ 10,556 $ 12,916

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS (Tables)	9 Months Ended
	Sep. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	Changes in the carrying value of goodwill, by reporting segment, were as follows (in thousands): Brand Marketplace Other Total Balance, December 31, 2020 $ 8,616 $ 32,660 $ 3,628 $ 44,904 Additions (Note 6) 4,853 17,370 — 22,223 Balance, September 30, 2021 $ 13,469 $ 50,030 $ 3,628 $ 67,127
Schedule of Finite-Lived Intangible Assets	Finite-lived intangible assets, net consisted of the following (in thousands): September 30, 2021 December 31, 2020 Amortization Gross Accumulated Net Gross Accumulated Net Intangible assets subject to amortization: Technology 3 to 5 $ 58,652 $ (28,818) $ 29,834 $ 48,008 $ (21,454) $ 26,554 Customer relationships 2 to 9 56,003 (11,382) 44,621 21,794 (6,749) 15,045 Brand 1 to 7 9,621 (3,808) 5,813 4,295 (961) 3,334 Non-competition agreements 3 1,932 (1,286) 646 2,105 (591) 1,514 Total $ 126,208 $ (45,294) $ 80,914 $ 76,202 $ (29,755) $ 46,447

DEBT (Tables)

DEBT (Tables)	9 Months Ended
	Sep. 30, 2021
Debt Disclosure [Abstract]
Schedule of Long-term Debt Instruments	The following table presents the components of outstanding debt (in thousands): September 30, 2021 December 31, 2020 Term loan $ 224,437 $ 190,541 Revolving credit facility — 4,000 Delayed draw term loan — 8,236 Notes payable — 1,074 Total debt 224,437 203,851 Unamortized debt issuance costs (1) (6,420) (2,293) Debt, net 218,017 201,558 Current portion of long-term debt (2,250) (7,967) Long-term debt $ 215,767 $ 193,591 (1) Includes net debt issuance discount and other costs.
Schedule of Maturities of Long-term Debt	The scheduled maturities of our total debt are estimated as follows at September 30, 2021: (in thousands) 2021 $ 562 2022 2,250 2023 2,250 2024 2,250 2025 and thereafter 217,125 Total debt $ 224,437

ACQUISITIONS (Tables)

ACQUISITIONS (Tables)	9 Months Ended
	Sep. 30, 2021
Business Combinations [Abstract]
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed	Net assets and liabilities acquired from the 2020 and 2021 Acquisitions consist of the following: (In thousands) SmarterChaos Aimtell, PushPros and Aramis (preliminary) Crisp Results (preliminary) Expected Useful Life 2020 2021 2021 Goodwill $ 3,078 $ 4,853 $ 17,370 Technology $ — $ 10,500 $ — 4 Customer relationships $ 2,500 $ 7,920 $ 26,000 5 to 6 Accounts receivable $ 576 $ 3,313 $ 2,610 Brand $ 277 $ 226 $ 5,100 1 to 7 Non-competitive agreements $ — $ 117 $ — 3 Property and equipment $ 28 $ 250 $ 220 3 to 5 Accounts payable $ (1,156) $ (2,966) $ (1,593) Other assets acquired and liabilities assumed, net (1) $ 496 $ 1,057 $ — Net assets and liabilities acquired $ 5,799 $ 25,270 $ 49,707 (1) Other assets acquired and liabilities assumed, net includes Prepaids, and Other Current Assets, partially offset by other current liabilities (i.e., Travel and expense payables, payroll liabilities, tax liabilities).
Schedule of Business Acquisitions, by Acquisition	The following schedule represents the amounts of net revenue and net income (loss) from operations related to 2021 acquisitions which have been included in the unaudited consolidated statements of operations for the periods indicated subsequent to the acquisition date. Three Months Ended September 30, Nine Months Ended September 30, (In thousands) Aimtell, PushPros and Aramis Crisp Marketing Aimtell, PushPros and Aramis Crisp Marketing Net revenue $ 5,976 $ 6,407 $ 16,051 $ 13,374 Net income (loss) from operations (2,359) (2,627) (2,978) (2,783)
Pro Forma Information	The pro forma results do not necessarily reflect the actual results of operations of the combined companies under our ownership and operation. Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 (In thousands) Aimtell, PushPros and Aramis Crisp Results Aimtell, PushPros and Aramis Crisp Results Net revenue $ 5,976 $ 6,407 $ 20,836 $ 21,653 Net income (loss) from operations $ (2,359) $ (2,627) $ (1,724) $ (540) Three Months Ended September 30, 2020 Nine Months Ended September 30, 2020 Aimtell, PushPros and Aramis Crisp Results Aimtell, PushPros and Aramis Crisp Results Net revenue $ 7,164 $ 7,453 $ 23,596 $ 20,563 Net income (loss) from operations $ 1,506 $ 2,070 $ 4,774 $ 4,175

RESTRUCTURING COSTS (Tables)

RESTRUCTURING COSTS (Tables)	9 Months Ended
	Sep. 30, 2021
Restructuring and Related Activities [Abstract]
Restructuring and Related Costs	The change in liability for the restructuring costs for the three and nine months ended September 30, 2021, was as follows: Three Months Ended September 30, 2021 Restructuring Lease Liability Beginning balance at July 1, 2021 $ 2,957 Valuation adjustments (300) Lease payments (333) Lease accretion 45 Ending balance at September 30, 2021 $ 2,369 Nine Months Ended September 30, 2021 Restructuring Lease Liability Beginning balance at January 1, 2021 $ 3,653 Valuation adjustments (219) Lease payments (1,203) Lease accretion 138 Ending balance at September 30, 2021 $ 2,369

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
Fair Value Measurement Inputs and Valuation Techniques	As of September 30, 2021, the Company has approximately 4.0 million Private Placement Warrants outstanding. The significant assumptions were as follows: September 30, 2021 Private Placement Warrants Fair Value Per Share $ 2.06 Private Placement Warrant valuation inputs: Stock price $ 7.25 Strike price $ 11.50 Remaining contractual term in years 3.79 Estimated volatility of Class A Common Stock 55.0 % Dividend yield 0.0 % Risk free interest rate 0.71 % Contingent Consideration assumptions: Aimtell / PushPros CYE2021 Revenue Historical - 9 Months $ 6,126,771 CYE2021 Revenue Expectations - 3 Months $ 1,695,000 CYE2022 Revenue Expectations $ 8,485,541 CYE2023 Revenue Expectations $ 9,758,372 CYE2021 Risk Adjusted Revenue - 3 Months $ 1,672,650 CYE2022 Risk Adjusted Revenue $ 7,838,431 CYE2023 Risk Adjusted Revenue $ 8,113,756 Revenue Volatility 40 % Risk adjustment discount rate 11.8 % Risk free / Credit risk 6.0 % Contingent Consideration assumptions: Aramis CYE2021 EBITDA - Historical $ 2,383,921 CYE2021 EBITDA 3 Months Expectation $ 1,290,000 CYE2021 Risk Adjusted 3 Months EBITDA $ 1,248,942 CYE2022 Earnout Successful Probability 99 % EBITDA Volatility 110 % Risk adjustment discount rate 34 % Risk free / Credit risk 6.0 % Contingent Consideration assumptions: Crisp Results EBITDA Historical - 6 Months $ 1,800,314 EBITDA Expectations - 6 Months 7,204,542 Risk adjustment EBITDA - 6 Months $ 6,886,426 EBITDA volatility 70 % Risk adjustment discount rate 22 % Risk free / Credit risk 6.0 %
Fair Value Measurements, Recurring and Nonrecurring	September 30, 2021 Category Level 1 Level 2 Level 3 Total Liabilities: Private Warrant Liabilities Total liabilities $ — $ — $ 8,240 $ 8,240 Contingent consideration - current Contingent consideration payable $ 6,166 $ 6,166 Contingent consideration -non-current Contingent consideration payable $ — $ — $ 997 $ 997 Total $ — $ — $ 15,403 $ 15,403
Fair Value, Liabilities Measured on Recurring Basis, Level 2 Input Reconciliation	The following table represents the change in the warrant liability and contingent consideration (in thousands): Nine Months Ended September 30, 2021 Private Placement Warrants Contingent Consideration Beginning January 1, 2021 $ 22,080 $ — Additions — 9,688 Changes in fair value (13,835) (2,525) Settlements (5) — Ending September 30, 2021 $ 8,240 $ 7,163 Three Months Ended September 30, 2021 Private Placement Warrants Contingent Consideration Beginning July 1, 2021 $ 14,640 $ 10,248 Additions — — Changes in fair value (6,400) (3,085) Settlements — — Ending September 30, 2021 $ 8,240 $ 7,163

EMPLOYEE AND DIRECTOR INCENTI_2

EMPLOYEE AND DIRECTOR INCENTIVE PLANS (Tables)	9 Months Ended
	Sep. 30, 2021
Share-based Payment Arrangement [Abstract]
Nonvested Restricted Stock Shares Activity	The following table presents the restricted share activity for the nine-month period ended September 30, 2021 (in thousands, except price per share): Restricted Stock Units Number of Restricted Stock Weighted-Average Grant Date Fair Value Outstanding at January 1, 2021 1,197 $ 7.31 Granted 997 $ 12.10 Exercised (432) $ 11.73 Forfeited/Canceled (299) $ 7.31 Outstanding at September 30, 2021 1,463 $ 9.27
Share-Based Payment Arrangement, Option, Activity	The following table presents the stock option activity for the quarter ended September 30, 2021 (in thousands, except price per share): Stock Options Number of Stock Options Weighted-Average Grant Date Fair Value Weighted-Average Remaining Contractual Term (in Years) Outstanding at January 1, 2021 551 $ 3.34 5.9 years Granted 1,664 $ 4.13 6.3 years Forfeited/expired (160) $ 4.07 6.3 years Outstanding at September 30, 2021 2,055 $ 3.92 6.2 years

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	9 Months Ended
	Sep. 30, 2021
Earnings Per Share [Abstract]
Schedule of Earnings Per Share, Basic and Diluted	The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock: Three Months Ended September 30, Nine Months Ended September 30, Three Months Ended September 30, 2020 (As restated) Nine Months Ended September 30, 2020 (As restated) 2021 2021 2020 2020 Numerator: Net income $ 5,394 $ 10,121 $ 1,262 $ 4,153 Net income (loss) attributable to DMSH prior to the Business Combination $ — $ — $ (4,236) $ (1,345) Net income attributable to noncontrolling interest $ 1,858 $ 4,217 $ 2,463 $ 2,463 Net income (loss) attributable to Digital Media Solutions, Inc. - basic $ 3,536 $ 5,904 $ 3,035 $ 3,035 Net income attributable to noncontrolling interest $ 1,858 $ 4,217 $ — $ — Net income (loss) attributable to Digital Media Solutions, Inc. - diluted $ 5,394 $ 10,121 $ 3,035 $ 3,035 Denominator: Weighted average shares - basic 36,511 35,050 32,294 32,294 Add: dilutive effects of DMSH Units convertible to Class A Common Stock 25,853 25,853 — — Add: dilutive effects of employee equity awards 267 515 — — Add: dilutive effects of Private Placement warrants — — — — Add: dilutive effects of public warrants — 168 — — Add: dilutive effects of deferred consideration 690 402 — — Weighted average shares - diluted 63,321 61,988 32,294 32,294 Net income per common share: Basic $ 0.10 $ 0.17 $ 0.09 $ 0.09 Diluted $ 0.09 $ 0.16 $ 0.09 $ 0.09

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Decrease to deferred tax asset	$ 18,682	$ 18,948
Additional paid-in capital	$ (27,717)	(48,027)
Revision of Prior Period, Adjustment
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Decrease to deferred tax asset		(2,100)
Tax receivable agreement, liability		(1,800)
Additional paid-in capital		$ (300)
DMSH
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Equity method investment, ownership percentage	55.50%
Prism and Clairvest Direct Seller | DMSH
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Noncontrolling interest, ownership percentage by noncontrolling owners	44.50%
Prism, Clairvest Direct Seller and SmarterChaos | DMSH
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Noncontrolling interest, ownership percentage by noncontrolling owners	41.70%	44.80%

REVENUE - Disaggregation of Rev

REVENUE - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Disaggregation of Revenue [Line Items]
Net revenue	$ 107,399	$ 82,829	$ 309,281	$ 230,753
Brand Direct
Disaggregation of Revenue [Line Items]
Net revenue	64,999	49,168	181,054	135,442
Marketplace
Disaggregation of Revenue [Line Items]
Net revenue	58,278	39,541	165,300	108,937
Other
Disaggregation of Revenue [Line Items]
Net revenue	2,255	2,875	6,187	5,375
Intercompany eliminations
Disaggregation of Revenue [Line Items]
Net revenue	(18,133)	(8,755)	(43,260)	(19,001)
Customer acquisition
Disaggregation of Revenue [Line Items]
Net revenue	103,477	74,707	296,381	212,493
Customer acquisition | Brand Direct
Disaggregation of Revenue [Line Items]
Net revenue	63,332	43,921	174,341	122,557
Customer acquisition | Marketplace
Disaggregation of Revenue [Line Items]
Net revenue	58,278	39,541	165,300	108,937
Customer acquisition | Other
Disaggregation of Revenue [Line Items]
Net revenue	0	0	0	0
Customer acquisition | Intercompany eliminations
Disaggregation of Revenue [Line Items]
Net revenue	(18,133)	(8,755)	(43,260)	(19,001)
Managed services
Disaggregation of Revenue [Line Items]
Net revenue	3,138	7,292	10,509	15,830
Managed services | Brand Direct
Disaggregation of Revenue [Line Items]
Net revenue	1,667	5,247	6,713	12,885
Managed services | Marketplace
Disaggregation of Revenue [Line Items]
Net revenue	0	0	0	0
Managed services | Other
Disaggregation of Revenue [Line Items]
Net revenue	1,471	2,045	3,796	2,945
Managed services | Intercompany eliminations
Disaggregation of Revenue [Line Items]
Net revenue	0	0	0	0
Software services
Disaggregation of Revenue [Line Items]
Net revenue	784	830	2,391	2,430
Software services | Brand Direct
Disaggregation of Revenue [Line Items]
Net revenue	0	0	0	0
Software services | Marketplace
Disaggregation of Revenue [Line Items]
Net revenue	0	0	0	0
Software services | Other
Disaggregation of Revenue [Line Items]
Net revenue	784	830	2,391	2,430
Software services | Intercompany eliminations
Disaggregation of Revenue [Line Items]
Net revenue	$ 0	$ 0	$ 0	$ 0

REVENUE - Contract Balances (De

REVENUE - Contract Balances (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021	Dec. 31, 2020
Revenue from Contract with Customer [Abstract]
Contract with customer, liability	$ 0.9	$ 0.9	$ 1.7
Contract with customer, revenue recognized	1.2	1.7
Contract with customer, receivable, net	$ 2.5	$ 2.5	$ 1.8

REPORTABLE SEGMENTS (Details)

REPORTABLE SEGMENTS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Segment Reporting Information [Line Items]
Net revenue	$ 107,399	$ 82,829	$ 309,281	$ 230,753
Cost of revenue	76,139	57,777	216,680	160,338
Gross profit	31,260	25,052	92,601	70,415
Salaries and related costs	12,449	7,882	34,426	24,114
General and administrative expenses	11,161	6,807	28,675	16,756
Acquisition costs	(2,665)	3,248	(705)	3,322
Depreciation and amortization	7,186	4,636	19,649	13,307
Income from operations	3,129	2,479	10,556	12,916
Intercompany eliminations
Segment Reporting Information [Line Items]
Net revenue	(18,133)	(8,755)	(43,260)	(19,001)
Cost of revenue	(18,133)	(8,755)	(43,260)	(19,001)
Brand Direct
Segment Reporting Information [Line Items]
Net revenue	64,999	49,168	181,054	135,442
Brand Direct | Operating Segments
Segment Reporting Information [Line Items]
Net revenue	64,999	49,168	181,054	135,442
Cost of revenue	49,815	37,828	136,955	103,125
Gross profit	15,184	11,340	44,099	32,317
Marketplace
Segment Reporting Information [Line Items]
Net revenue	58,278	39,541	165,300	108,937
Marketplace | Operating Segments
Segment Reporting Information [Line Items]
Net revenue	58,278	39,541	165,300	108,937
Cost of revenue	43,822	27,661	121,477	75,101
Gross profit	14,456	11,880	43,823	33,836
Other
Segment Reporting Information [Line Items]
Net revenue	2,255	2,875	6,187	5,375
Other | Operating Segments
Segment Reporting Information [Line Items]
Net revenue	2,255	2,875	6,187	5,375
Cost of revenue	635	1,043	1,508	1,113
Gross profit	$ 1,620	$ 1,832	$ 4,679	$ 4,262

GOODWILL AND INTANGIBLE ASSET_2

GOODWILL AND INTANGIBLE ASSETS - Goodwill (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2021USD ($)
Goodwill [Roll Forward]
Balance, December 31, 2020	$ 44,904
Additions	22,223
Balance, September 30, 2021	67,127
Brand Direct | Operating Segments
Goodwill [Roll Forward]
Balance, December 31, 2020	8,616
Additions	4,853
Balance, September 30, 2021	13,469
Marketplace | Operating Segments
Goodwill [Roll Forward]
Balance, December 31, 2020	32,660
Additions	17,370
Balance, September 30, 2021	50,030
Other | Operating Segments
Goodwill [Roll Forward]
Balance, December 31, 2020	3,628
Additions	0
Balance, September 30, 2021	$ 3,628

GOODWILL AND INTANGIBLE ASSET_3

GOODWILL AND INTANGIBLE ASSETS - Additional Information (Details) - USD ($)	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Accumulated impairments	$ 0		$ 0
Amortization of intangible assets	$ 15,400,000	$ 10,700,000

GOODWILL AND INTANGIBLE ASSET_4

GOODWILL AND INTANGIBLE ASSETS - Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Gross	$ 126,208	$ 76,202
Accumulated Amortization	(45,294)	(29,755)
Net	80,914	46,447
Technology
Finite-Lived Intangible Assets [Line Items]
Gross	58,652	48,008
Accumulated Amortization	(28,818)	(21,454)
Net	$ 29,834	26,554
Technology | Minimum
Finite-Lived Intangible Assets [Line Items]
Amortization Period (Years)	3 years
Technology | Maximum
Finite-Lived Intangible Assets [Line Items]
Amortization Period (Years)	5 years
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross	$ 56,003	21,794
Accumulated Amortization	(11,382)	(6,749)
Net	$ 44,621	15,045
Customer relationships | Minimum
Finite-Lived Intangible Assets [Line Items]
Amortization Period (Years)	2 years
Customer relationships | Maximum
Finite-Lived Intangible Assets [Line Items]
Amortization Period (Years)	9 years
Brand
Finite-Lived Intangible Assets [Line Items]
Gross	$ 9,621	4,295
Accumulated Amortization	(3,808)	(961)
Net	$ 5,813	3,334
Brand | Minimum
Finite-Lived Intangible Assets [Line Items]
Amortization Period (Years)	1 year
Brand | Maximum
Finite-Lived Intangible Assets [Line Items]
Amortization Period (Years)	7 years
Non-competition agreements
Finite-Lived Intangible Assets [Line Items]
Amortization Period (Years)	3 years
Gross	$ 1,932	2,105
Accumulated Amortization	(1,286)	(591)
Net	$ 646	$ 1,514

DEBT - Schedule of Debt (Detail

DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Total debt	$ 224,437	$ 203,851
Unamortized debt issuance costs	(6,420)	(2,293)
Debt, net	218,017	201,558
Current portion of long-term debt	(2,250)	(7,967)
Long-term debt	215,767	193,591
Term loan
Debt Instrument [Line Items]
Total debt	224,437	190,541
Revolving credit facility
Debt Instrument [Line Items]
Total debt	0	4,000
Delayed draw term loan
Debt Instrument [Line Items]
Total debt	0	8,236
Notes payable
Debt Instrument [Line Items]
Notes payable	$ 0	$ 1,074

DEBT - Additional Information (

DEBT - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	May 25, 2021	May 24, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Unamortized debt issuance costs	$ 6,420,000		$ 6,420,000				$ 2,293,000
Debt extinguishment	0	$ 0	2,108,000	$ 0
Senior Secured Credit Facility | Line of Credit
Debt Instrument [Line Items]
Debt term					5 years
Senior secured revolving credit facility					$ 275,000,000
Discount amount	3,900,000		3,900,000		4,200,000
Debt issuance costs, before amortization					3,500,000
Unamortized debt issuance costs	$ 2,500,000		$ 2,500,000
Senior Secured Credit Facility | Line of Credit | Secured Debt
Debt Instrument [Line Items]
Debt instrument, face amount					$ 225,000,000
Discount as a percentage					1.80%
Discount amount					$ 4,200,000
Payment of original principal amount paid quarterly	1.00%		1.00%
Senior Secured Credit Facility | Line of Credit | Secured Debt | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Variable rate			5.00%
Senior Secured Credit Facility | Line of Credit | Secured Debt | Base Rate
Debt Instrument [Line Items]
Variable rate			4.00%
Senior Secured Credit Facility | Line of Credit | Revolving credit facility
Debt Instrument [Line Items]
Senior secured revolving credit facility					$ 50,000,000
Per annum commitment fee			0.50%
Unamortized debt issuance costs	$ 800,000		$ 800,000
Senior Secured Credit Facility | Line of Credit | Revolving credit facility | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Variable rate			4.25%
Alternate base rate			1.00%
Senior Secured Credit Facility | Line of Credit | Revolving credit facility | Fed Funds Effective Rate Overnight Index Swap Rate
Debt Instrument [Line Items]
Alternate base rate			0.50%
Senior Secured Credit Facility | Line of Credit | Revolving credit facility | Base Rate
Debt Instrument [Line Items]
Variable rate			3.25%
Stated rate	1.75%		1.75%
Monroe Facility | Line of Credit | Revolving credit facility
Debt Instrument [Line Items]
Senior secured revolving credit facility						$ 15,000,000
Aggregate principal amount extinguished			$ 210,000,000

DEBT - Debt Maturity Schedule (

DEBT - Debt Maturity Schedule (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Debt Disclosure [Abstract]
2021	$ 562
2022	2,250
2023	2,250
2024	2,250
2025 and thereafter	217,125
Total debt	$ 224,437	$ 203,851

ACQUISITIONS - Additional Infor

ACQUISITIONS - Additional Information (Details) - USD ($) $ in Thousands

Apr. 01, 2021

Feb. 01, 2021

Jul. 16, 2020

Sep. 30, 2021

Jun. 30, 2021

[1]

Sep. 30, 2020

Jun. 30, 2021

Sep. 30, 2021

Sep. 30, 2021

Sep. 30, 2020

Dec. 31, 2020

Jul. 15, 2020

Business Acquisition [Line Items]

Payments to acquire business

$ 24,830

$ 2,799

Issuance of equity for Aimtell/PushPros/Aramis, Crisp Results and SmarterChaos

35

3,000

Deferred acquisition consideration payable

$ 4,713

$ 4,713

4,713

$ 0

Acquisition costs

(2,665)

$ 3,248

(705)

3,322

Payment of early termination

475

$ 0

Contingent consideration payable - non-current

997

997

$ 997

$ 0

Technology

Business Acquisition [Line Items]

Expected useful life

4 years

Minimum | Brand

Business Acquisition [Line Items]

Expected useful life

1 year

Minimum | Customer relationships

Business Acquisition [Line Items]

Expected useful life

5 years

Maximum | Brand

Business Acquisition [Line Items]

Expected useful life

7 years

Maximum | Customer relationships

Business Acquisition [Line Items]

Expected useful life

6 years

Crisp Results

Business Acquisition [Line Items]

Consideration transferred

$ 40,000

Payments to acquire business

20,000

Issuance of equity for Aimtell/PushPros/Aramis, Crisp Results and SmarterChaos

20,000

Contingent consideration

$ 10,000

Earnout period

12 months

Deferred payment

$ 5,000

Deferred payment period

18 months

Contingent consideration liability

$ 4,800

4,600

4,600

$ 4,600

Deferred acquisition consideration payable

$ 4,600

Contingent consideration earnout decrease

200

Acquisition costs

700

Payment of early termination

$ 200

Equity issued to acquiree (in shares)

1,600,000

Crisp Results | Minimum | Brand

Business Acquisition [Line Items]

Expected useful life

1 year

Crisp Results | Minimum | Customer relationships

Business Acquisition [Line Items]

Expected useful life

5 years

Crisp Results | Maximum | Brand

Business Acquisition [Line Items]

Expected useful life

7 years

Crisp Results | Maximum | Customer relationships

Business Acquisition [Line Items]

Expected useful life

6 years

Aimtell, PushPros and Aramis

Business Acquisition [Line Items]

Consideration transferred

$ 20,000

Payments to acquire business

5,000

Issuance of equity for Aimtell/PushPros/Aramis, Crisp Results and SmarterChaos

15,000

Contingent consideration

$ 4,900

Earnout period

3 years

Contingent consideration liability

$ 2,500

2,500

$ 2,500

Contingent consideration earnout decrease

$ 2,400

Acquisition costs

$ 500

Equity issued to acquiree (in shares)

1,290,000

Working capital

$ 300

Contingent consideration payable - non-current

$ 15,000

Aimtell, PushPros and Aramis | Technology

Business Acquisition [Line Items]

Expected useful life

4 years

Aimtell, PushPros and Aramis | Minimum | Brand

Business Acquisition [Line Items]

Expected useful life

1 year

Aimtell, PushPros and Aramis | Minimum | Customer relationships

Business Acquisition [Line Items]

Expected useful life

5 years

Aimtell, PushPros and Aramis | Maximum | Brand

Business Acquisition [Line Items]

Expected useful life

7 years

Aimtell, PushPros and Aramis | Maximum | Customer relationships

Business Acquisition [Line Items]

Expected useful life

6 years

SmarterChaos

Business Acquisition [Line Items]

Acquisition costs

$ 400

Payments to acquire business

$ 5,800

Units/shares redeemed and issued to Class A Common Stock (in shares)

154,000

Units/shares redeemed and issued to Class A Common Stock

$ 392

$ 3,000

SmarterChaos | Minimum | Brand

Business Acquisition [Line Items]

Expected useful life

1 year

SmarterChaos | Minimum | Customer relationships

Business Acquisition [Line Items]

Expected useful life

5 years

SmarterChaos | Maximum | Brand

Business Acquisition [Line Items]

Expected useful life

7 years

SmarterChaos | Maximum | Customer relationships

Business Acquisition [Line Items]

Expected useful life

6 years

SmarterChaos | DMSH

Business Acquisition [Line Items]

Equity issued to acquiree (in shares)

307,000

Value of equity issued

$ 3,000

[1]

On June 30, 2021, the sellers of SmarterChaos redeemed approximately one-half of their non-controlling interest held through DMSH Units in exchange for Class A Common Stock in DMS Inc. The non-controlling interest held by the Sellers of SmarterChaos did not include related Class B Common Stock to be retired upon redemption.

ACQUISITIONS - Net Assets And L

ACQUISITIONS - Net Assets And Liabilities Acquired (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Apr. 01, 2021	Feb. 01, 2021	Dec. 31, 2020	Jul. 16, 2020
Business Acquisition [Line Items]
Goodwill	$ 67,127			$ 44,904
Minimum
Business Acquisition [Line Items]
Expected useful life of acquired property, plant and equipment	3 years
Maximum
Business Acquisition [Line Items]
Expected useful life of acquired property, plant and equipment	5 years
Technology
Business Acquisition [Line Items]
Expected Useful Life	4 years
Customer relationships | Minimum
Business Acquisition [Line Items]
Expected Useful Life	5 years
Customer relationships | Maximum
Business Acquisition [Line Items]
Expected Useful Life	6 years
Brand | Minimum
Business Acquisition [Line Items]
Expected Useful Life	1 year
Brand | Maximum
Business Acquisition [Line Items]
Expected Useful Life	7 years
Non-competition agreements
Business Acquisition [Line Items]
Expected Useful Life	3 years
SmarterChaos
Business Acquisition [Line Items]
Goodwill					$ 3,078
Accounts receivable					576
Property and equipment					28
Accounts payable					(1,156)
Other assets acquired and liabilities assumed, net					496
Net assets and liabilities acquired					5,799
SmarterChaos | Technology
Business Acquisition [Line Items]
Finite-lived intangible assets acquired					0
SmarterChaos | Customer relationships
Business Acquisition [Line Items]
Finite-lived intangible assets acquired					2,500
SmarterChaos | Customer relationships | Minimum
Business Acquisition [Line Items]
Expected Useful Life	5 years
SmarterChaos | Customer relationships | Maximum
Business Acquisition [Line Items]
Expected Useful Life	6 years
SmarterChaos | Brand
Business Acquisition [Line Items]
Finite-lived intangible assets acquired					277
SmarterChaos | Brand | Minimum
Business Acquisition [Line Items]
Expected Useful Life	1 year
SmarterChaos | Brand | Maximum
Business Acquisition [Line Items]
Expected Useful Life	7 years
SmarterChaos | Non-competition agreements
Business Acquisition [Line Items]
Finite-lived intangible assets acquired					$ 0
Aimtell, PushPros and Aramis
Business Acquisition [Line Items]
Goodwill			$ 4,853
Accounts receivable			3,313
Property and equipment			250
Accounts payable			(2,966)
Other assets acquired and liabilities assumed, net			1,057
Net assets and liabilities acquired			25,270
Aimtell, PushPros and Aramis | Technology
Business Acquisition [Line Items]
Finite-lived intangible assets acquired			10,500
Expected Useful Life	4 years
Aimtell, PushPros and Aramis | Customer relationships
Business Acquisition [Line Items]
Finite-lived intangible assets acquired			7,920
Aimtell, PushPros and Aramis | Customer relationships | Minimum
Business Acquisition [Line Items]
Expected Useful Life	5 years
Aimtell, PushPros and Aramis | Customer relationships | Maximum
Business Acquisition [Line Items]
Expected Useful Life	6 years
Aimtell, PushPros and Aramis | Brand
Business Acquisition [Line Items]
Finite-lived intangible assets acquired			226
Aimtell, PushPros and Aramis | Brand | Minimum
Business Acquisition [Line Items]
Expected Useful Life	1 year
Aimtell, PushPros and Aramis | Brand | Maximum
Business Acquisition [Line Items]
Expected Useful Life	7 years
Aimtell, PushPros and Aramis | Non-competition agreements
Business Acquisition [Line Items]
Finite-lived intangible assets acquired			$ 117
Crisp Results
Business Acquisition [Line Items]
Goodwill		$ 17,370
Accounts receivable		2,610
Property and equipment		220
Accounts payable		(1,593)
Other assets acquired and liabilities assumed, net		0
Net assets and liabilities acquired		49,707
Crisp Results | Technology
Business Acquisition [Line Items]
Finite-lived intangible assets acquired		0
Crisp Results | Customer relationships
Business Acquisition [Line Items]
Finite-lived intangible assets acquired		26,000
Crisp Results | Brand
Business Acquisition [Line Items]
Finite-lived intangible assets acquired		5,100
Crisp Results | Non-competition agreements
Business Acquisition [Line Items]
Finite-lived intangible assets acquired		$ 0

ACQUISITIONS - Net Revenue and

ACQUISITIONS - Net Revenue and Net Income (Loss) Attributable to DMS (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Aimtell, PushPros and Aramis
Business Acquisition [Line Items]
Net revenue	$ 5,976	$ 16,051
Net income (loss) from operations	(2,359)	(2,978)
Crisp Results
Business Acquisition [Line Items]
Net revenue	6,407	13,374
Net income (loss) from operations	$ (2,627)	$ (2,783)

ACQUISITIONS - Pro Forma Inform

ACQUISITIONS - Pro Forma Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Aimtell, PushPros and Aramis
Business Acquisition [Line Items]
Net revenue	$ 5,976	$ 7,164	$ 20,836	$ 23,596
Net income (loss) from operations	(2,359)	1,506	(1,724)	4,774
Crisp Results
Business Acquisition [Line Items]
Net revenue	6,407	7,453	21,653	20,563
Net income (loss) from operations	$ (2,627)	$ 2,070	$ (540)	$ 4,175

RESTRUCTURING COSTS - Additiona

RESTRUCTURING COSTS - Additional Information (Details) $ in Millions	9 Months Ended
	Sep. 30, 2021USD ($)ft²rental_locationlocation	Dec. 31, 2020ft²rental_locationlocation
Commitments and Contingencies Disclosure [Abstract]
Number of properties under lease termination agreement | rental_location	5	12
Number of properties under lease termination agreement, rental area | ft²	57,469	62,113
Number of leases settled under agreement | location		8
Number of leases added to lease termination agreement through acquisition | location	1
Lease reserve	$ 2.4
Restructuring reserve, current	1.2
Restructuring reserve, noncurrent	$ 1.2

RESTRUCTURING COSTS - Restructu

RESTRUCTURING COSTS - Restructuring Costs (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Restructuring Reserve [Roll Forward]
Beginning balance	$ 2,957	$ 3,653
Valuation adjustments	(300)	(219)
Lease payments	(333)	(1,203)
Lease accretion	45	138
Ending balance	$ 2,369	$ 2,369

FAIR VALUE MEASUREMENTS - Addit

FAIR VALUE MEASUREMENTS - Additional Information (Details)	Sep. 30, 2021shares
Private Placement Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding (in shares)	4,000,000

FAIR VALUE MEASUREMENTS - Input

FAIR VALUE MEASUREMENTS - Inputs and Valuations (Details)	Sep. 30, 2021$ / sharesyr
Private Placement Warrants Fair Value Per Share
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, measurement inputs	2.06
Stock price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, measurement inputs	7.25
Strike price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, measurement inputs	11.50
Remaining contractual term in years
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, measurement inputs | yr	3.79
Estimated volatility of Class A Common Stock
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, measurement inputs	0.550
Dividend yield
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, measurement inputs	0
Risk free interest rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, measurement inputs	0.0071

FAIR VALUE MEASUREMENTS - Conti

FAIR VALUE MEASUREMENTS - Contingent Consideration Assumptions (Details)	Sep. 30, 2021USD ($)
Aimtell And PushPros | CYE2021 Revenue Historical - 9 Months
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	6,126,771
Aimtell And PushPros | CYE2021 Revenue Expectations - 3 Months
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	1,695,000
Aimtell And PushPros | CYE2022 Revenue Expectations
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	8,485,541
Aimtell And PushPros | CYE2023 Revenue Expectations
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	9,758,372
Aimtell And PushPros | CYE2021 Risk Adjusted Revenue - 3 Months
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	1,672,650
Aimtell And PushPros | CYE2022 Risk Adjusted Revenue
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	7,838,431
Aimtell And PushPros | CYE2023 Risk Adjusted Revenue
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	8,113,756
Aimtell And PushPros | Revenue Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	0.40
Aimtell And PushPros | Risk adjustment discount rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	0.118
Aimtell And PushPros | Risk free / Credit risk
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	0.060
Aramis | CYE2021 EBITDA - Historical
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	2,383,921
Aramis | CYE2021 EBITDA 3 Months Expectation
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	1,290,000,000
Aramis | CYE2021 Risk Adjusted 3 Months EBITDA
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	1,248,942,000
Aramis | CYE2022 Earnout Successful Probability
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	0.99
Aramis | EBITDA Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	1.10
Aramis | Risk adjustment discount rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	0.34
Aramis | Risk free / Credit risk
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	0.060
Crisp Results | EBITDA Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	0.70
Crisp Results | EBITDA Historical - 6 Months
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	1,800,314
Crisp Results | EBITDA Expectations - 6 Months
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	7,204,542,000
Crisp Results | Risk adjustment EBITDA - 6 Months
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	6,886,426,000
Crisp Results | Risk adjustment discount rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	0.22
Crisp Results | Risk free / Credit risk
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration assumptions	0.060

FAIR VALUE MEASUREMENTS - Liabi

FAIR VALUE MEASUREMENTS - Liabilities Measured on a Recurring Basis (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Private Placement Warrant liabilities	$ 8,240,000	$ 22,080,000
Contingent consideration payable - current	6,166,000	0
Contingent consideration payable - non-current	997,000	$ 0
Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration payable - current	6,166,000
Contingent consideration payable - non-current	997,000
Total	15,403,000
Fair Value, Recurring | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Private Placement Warrant liabilities	8,240,000
Fair Value, Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration payable - non-current	0
Total	0
Fair Value, Recurring | Level 1 | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Private Placement Warrant liabilities	0
Fair Value, Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration payable - non-current	0
Total	0
Fair Value, Recurring | Level 2 | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Private Placement Warrant liabilities	0
Fair Value, Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration payable - current	6,166,000
Contingent consideration payable - non-current	997,000
Total	15,403,000
Fair Value, Recurring | Level 3 | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Private Placement Warrant liabilities	$ 8,240,000

FAIR VALUE MEASUREMENTS - Level

FAIR VALUE MEASUREMENTS - Level 3 Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Contingent Consideration
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 10,248	$ 0
Additions	0	9,688
Changes in fair value	(3,085)	(2,525)
Settlements	0	0
Ending balance	7,163	7,163
Private Placement Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	14,640	22,080
Additions	0	0
Changes in fair value	(6,400)	(13,835)
Settlements	0	(5)
Ending balance	$ 8,240	$ 8,240

EMPLOYEE AND DIRECTOR INCENTI_3

EMPLOYEE AND DIRECTOR INCENTIVE PLANS - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	Oct. 27, 2021	Dec. 31, 2021	Sep. 30, 2021	Sep. 30, 2021	Dec. 31, 2020	Jul. 15, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock based compensation expense			$ 1,600	$ 4,300
Weighted-average grant-date strike price of options (in dollars per share)			$ 8.32	$ 8.21
Nonemployee Consultants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock based compensation expense				$ 200
Stock-based compensation fair value			$ 1,800	1,800
Forecast
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Immediate recognition of expense		$ 500
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation			$ 12,100	$ 12,100
Weighted-average remaining period				2 years 6 months 18 days
Weighted average grant date fair value (usd per share)			$ 9.27	$ 9.27	$ 7.31
Restricted Stock Units (RSUs) | Nonemployee Consultants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issued (in shares)			126,000	126,000
Restricted Stock Units (RSUs) | Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Accelerated number of shares (in shares)	34,000
Stock Options | Nonemployee Consultants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issued (in shares)			118,000	118,000
Stock Options | Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Accelerated number of shares (in shares)	32,000
2020 Omnibus Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Capital shares reserved for future issuance (in shares)						11,600,000

EMPLOYEE AND DIRECTOR INCENTI_4

EMPLOYEE AND DIRECTOR INCENTIVE PLANS - RSU Activity (Details) - Restricted Stock Units (RSUs)	9 Months Ended
	Sep. 30, 2021$ / sharesshares
Number of Restricted Stock
Beginning balance (in shares) | shares	1,197,000
Granted (in shares) | shares	997,000
Exercised (in shares) | shares	(432,000)
Forfeited/Canceled (in shares) | shares	(299,000)
Ending balance (in shares) | shares	1,463,000
Weighted-Average Grant Date Fair Value
Beginning balance, Weighted average grant date fair value (usd per share) | $ / shares	$ 7.31
Granted, Weighted average grant date fair value (usd per share) | $ / shares	12.10
Exercised, Weighted average grant date fair value (usd per share) | $ / shares	11.73
Forfeited, Weighted average grant date fair value (usd per share) | $ / shares	7.31
Ending balance, Weighted average grant date fair value (usd per share) | $ / shares	$ 9.27

EMPLOYEE AND DIRECTOR INCENTI_5

EMPLOYEE AND DIRECTOR INCENTIVE PLANS - Stock Option Activity (Details) - Stock Options - $ / shares	3 Months Ended	9 Months Ended
	Mar. 31, 2021	Sep. 30, 2021
Number of Stock Options
Beginning balance (in shares)	551,000	551,000
Granted (in shares)		1,664,000
Forfeited/expired (in shares)		(160,000)
Ending balance (in shares)		2,055,000
Weighted-Average Grant Date Fair Value
Beginning balance (usd per share)	$ 3.34	$ 3.34
Granted (in usd per share)		4.13
Forfeited/expired (usd per share)		4.07
Ending balance (usd per share)		$ 3.92
Weighted-Average Remaining Contractual Term (in Years)
Outstanding at January 1, 2021	5 years 10 months 24 days	6 years 2 months 12 days
Granted		6 years 3 months 18 days
Forfeited/expired		6 years 3 months 18 days
Outstanding at September 30, 2021	5 years 10 months 24 days	6 years 2 months 12 days

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Income Tax Examination [Line Items]
Voting ownership in the company	55.20%		55.20%
Income tax expense	$ 379	$ 1,636	$ 1,527	$ 1,901
Effective tax rate	6.57%	5645.00%	13.11%	31.40%
Amount required to be paid to sellers	85.00%		85.00%
Refund of preclosing taxes to be paid to Sellers	100.00%		100.00%
Refund of preclosing taxes to be paid to Sellers, period after closing			2 years
Short-term Tax Receivable Agreement liability	$ 1,551		$ 1,551		$ 510
Blocker Corp
Income Tax Examination [Line Items]
Total amounts of payments under the TRA	$ 16,800		$ 16,800

EARNINGS PER SHARE - Reconcilia

EARNINGS PER SHARE - Reconciliation (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2021	Sep. 30, 2020
Numerator:
Net income	$ 5,394	$ 4,939	$ (212)	$ 1,262	$ 2,134	$ 757	$ 10,121	$ 4,153
Net income (loss) attributable to DMSH prior to the Business Combination	0			(4,236)			0	(1,345)
Net income attributable to noncontrolling interest	1,858			2,463			4,217	2,463
Net income (loss) attributable to Digital Media Solutions, Inc. - basic	3,536			3,035			5,904	3,035
Net income attributable to noncontrolling interest	1,858			0			4,217	0
Net income (loss) attributable to Digital Media Solutions, Inc. - diluted	$ 5,394			$ 3,035			$ 10,121	$ 3,035
Denominator:
Weighted-average shares outstanding - basic (in shares)	36,511,000			32,294,000			35,050,000	32,294,000
Add: dilutive effects of DMSH Units convertible to Class A Common Stock (in shares)	25,853,000			0			25,853,000	0
Add: dilutive effects of employee equity awards (in shares)	267,000			0			515,000	0
Add: dilutive effects of deferred consideration (in shares)	690,000			0			402,000	0
Weighted-average shares outstanding - diluted (in shares)	63,321,000			32,294,000			61,988,000	32,294,000
Net income per common share:
Basic (usd per share)	$ 0.10			$ 0.09			$ 0.17	$ 0.09
Diluted (usd per share)	$ 0.09			$ 0.09			$ 0.16	$ 0.09
Private Placement Warrants
Denominator:
Add: dilutive effects of warrants (in shares)	0			0			0	0
Public Warrant
Denominator:
Add: dilutive effects of warrants (in shares)	0			0			168,000	0

EARNINGS PER SHARE - Additional

EARNINGS PER SHARE - Additional Information (Details) - shares	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Warrant
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Antidilutive securities excluded (in shares)	14,000,000	4,000,000
Employee equity awards
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Antidilutive securities excluded (in shares)	2,400,000	1,900,000