Leafly (LFLY) 10-Q 8 Nov 24 2024 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2024	Nov. 04, 2024
Entity Listings [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-39119
Entity Registrant Name	Leafly Holdings, Inc. /DE
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-2266022
Entity Address, Address Line One	113 Cherry Street, PMB 88154
Entity Address, City or Town	Seattle
Entity Address, State or Province	WA
Entity Address, Postal Zip Code	98104-2205
City Area Code	206
Local Phone Number	455-9504
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		3,074,202
Entity Central Index Key	0001785592
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false
Common Stock, $0.0001 Par Value
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock, $0.0001 Par Value
Trading Symbol	LFLY
Security Exchange Name	NASDAQ
Warrants, exercisable for shares of common stock at an exercise price of $230.00 per share
Entity Listings [Line Items]
Title of 12(b) Security	Warrants, exercisable for shares of common stockat an exercise price of $230.00 per share
Trading Symbol	LFLYW
Security Exchange Name	NASDAQ

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 13,567	$ 15,293
Accounts receivable, net of allowance for credit loss of $454 and $1,398, respectively	1,922	2,635
Prepaid expenses and other current assets	1,339	1,074
Total current assets	16,828	19,002
Property, equipment, and software, net	2,604	2,554
Restricted cash - long-term portion	248	251
Other assets	0	28
Total assets	19,680	21,835
Current liabilities
Convertible promissory notes, net	29,228	0
Accounts payable	567	813
Accrued expenses and other current liabilities	2,505	2,503
Deferred revenue	1,775	1,764
Total current liabilities	34,075	5,080
Non-current liabilities
Convertible promissory notes, net	0	29,085
Other long-term liabilities	79	128
Total non-current liabilities	79	29,213
Total liabilities	34,154	34,293
Commitments and contingencies (Note 10)
Stockholders' deficit
Preferred stock: $0.0001 par value; 5,000,000 and 5,000,000 authorized; 0 and 0 issued and outstanding; aggregate liquidation preference of $0 and $0 at September 30, 2024 and December 31, 2023, respectively	0	0
Common stock: $0.0001 par value; 200,000,000 and 200,000,000 authorized; 3,162,616 and 2,392,568 issued at September 30, 2024 and December 31, 2023, respectively	0	0
Treasury stock: 154,055 and 154,055 shares held at September 30, 2024 and December 31, 2023, respectively	(31,663)	(31,663)
Additional paid-in capital	96,188	93,403
Accumulated deficit	(78,999)	(74,198)
Total stockholders' deficit	(14,474)	(12,458)
Total liabilities and stockholders' deficit	$ 19,680	$ 21,835

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, allowance for doubtful accounts	$ 454	$ 1,398
Preferred stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	5,000,000	5,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Preferred stock, aggregate liquidation preference	$ 0	$ 0
Common stock, par value (in usd per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	200,000,000	200,000,000
Common stock, issued (in shares)	3,162,616	2,392,568
Treasury stock (in shares)	154,055	154,055

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Revenue	$ 8,353	$ 10,583	$ 26,123	$ 32,507
Cost of revenue	904	1,163	2,839	3,747
Total gross profit	7,449	9,420	23,284	28,760
Operating expenses
Sales and marketing	2,149	2,563	7,143	10,326
Product development	2,205	2,533	6,995	8,133
General and administrative	3,642	5,799	12,087	17,475
Total operating expenses	7,996	10,895	26,225	35,934
Loss from operations	(547)	(1,475)	(2,941)	(7,174)
Interest expense, net	(629)	(720)	(1,874)	(2,157)
Other income (expense), net	37	(15)	14	288
Net (loss)	$ (1,139)	$ (2,210)	$ (4,801)	$ (9,043)
Net loss per share:
Basic	$ (0.46)	$ (1.1)	$ (2.05)	$ (4.58)
Diluted	$ (0.46)	$ (1.1)	$ (2.05)	$ (4.58)
Weighted average shares outstanding:
Basic	2,502,109	2,010,644	2,342,282	1,974,057
Diluted	2,502,109	2,010,644	2,342,282	1,974,057

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($) $ in Thousands	Total	2022 Notes	Common Stock	Common Stock ATM Offiering	Common Stock 2022 Notes	Treasury Stock	Additional Paid-In Capital	Additional Paid-In Capital 2022 Notes	Accumulated Deficit
Balance at the beginning (in shares) at Dec. 31, 2022			2,163,766			(154,055)
Balance at the beginning at Dec. 31, 2022	$ (6,407)					$ (31,663)	$ 89,956		$ (64,700)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	(5,397)								(5,397)
Stock-based compensation	658						658
Issuance of Common Stock under ESPP (in shares)			14,441
Issuance of Common Stock under ESPP	120						120
Issuance of Common Stock upon vesting of restricted stock units (in shares)			14,255
Balance at the end (in shares) at Mar. 31, 2023			2,192,462			(154,055)
Balance at the end at Mar. 31, 2023	(11,026)					$ (31,663)	90,734		(70,097)
Balance at the beginning (in shares) at Dec. 31, 2022			2,163,766			(154,055)
Balance at the beginning at Dec. 31, 2022	(6,407)					$ (31,663)	89,956		(64,700)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	(9,043)
Balance at the end (in shares) at Sep. 30, 2023			2,310,800			(154,055)
Balance at the end at Sep. 30, 2023	(13,047)					$ (31,663)	92,359		(73,743)
Balance at the beginning (in shares) at Mar. 31, 2023			2,192,462			(154,055)
Balance at the beginning at Mar. 31, 2023	(11,026)					$ (31,663)	90,734		(70,097)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	(1,436)								(1,436)
Stock-based compensation	580						580
Issuance of Common Stock upon vesting of restricted stock units (in shares)			30,333
Balance at the end (in shares) at Jun. 30, 2023			2,222,795			(154,055)
Balance at the end at Jun. 30, 2023	(11,882)					$ (31,663)	91,314		(71,533)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	(2,210)								(2,210)
Stock-based compensation	997						997
Reverse stock split (in shares)			34,192
Issuance of Common Stock under ESPP (in shares)			5,701
Issuance of Common Stock under ESPP	48						48
Issuance of Common Stock upon vesting of restricted stock units (in shares)			48,112
Balance at the end (in shares) at Sep. 30, 2023			2,310,800			(154,055)
Balance at the end at Sep. 30, 2023	(13,047)					$ (31,663)	92,359		(73,743)
Balance at the beginning (in shares) at Dec. 31, 2023			2,392,568			(154,055)
Balance at the beginning at Dec. 31, 2023	(12,458)					$ (31,663)	93,403		(74,198)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	(2,387)								(2,387)
Stock-based compensation	598						598
Issuance of Common Stock under ESPP (in shares)			8,443
Issuance of Common Stock under ESPP	16						16
Issuance of Common Stock upon vesting of restricted stock units (in shares)			63,019
Tax payments related to shares retired for vested restricted stock units (in shares)			(8,474)
Tax payments related to shares retired for vested restricted stock units	(40)						(40)
Balance at the end (in shares) at Mar. 31, 2024			2,455,556			(154,055)
Balance at the end at Mar. 31, 2024	(14,271)					$ (31,663)	93,977		(76,585)
Balance at the beginning (in shares) at Dec. 31, 2023			2,392,568			(154,055)
Balance at the beginning at Dec. 31, 2023	(12,458)					$ (31,663)	93,403		(74,198)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	(4,801)
Net proceeds from ATM Offering (in shares)				470,000
Net proceeds from ATM Offering				$ 908
Balance at the end (in shares) at Sep. 30, 2024			3,162,616			(154,055)
Balance at the end at Sep. 30, 2024	(14,474)					$ (31,663)	96,188		(78,999)
Balance at the beginning (in shares) at Mar. 31, 2024			2,455,556			(154,055)
Balance at the beginning at Mar. 31, 2024	(14,271)					$ (31,663)	93,977		(76,585)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	(1,275)								(1,275)
Stock-based compensation	607						607
Conversion of stock (in shares)					96,813
Conversion of stock		$ 292						$ 292
Issuance of Common Stock upon vesting of restricted stock units (in shares)			73,677
Tax payments related to shares retired for vested restricted stock units (in shares)			(6,999)
Tax payments related to shares retired for vested restricted stock units	(15)						(15)
Balance at the end (in shares) at Jun. 30, 2024			2,619,047			(154,055)
Balance at the end at Jun. 30, 2024	(14,662)					$ (31,663)	94,861		(77,860)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss)	(1,139)								(1,139)
Stock-based compensation	424						424
Issuance of Common Stock under ESPP (in shares)			5,231
Issuance of Common Stock under ESPP	8						8
Net proceeds from ATM Offering (in shares)			470,000	470,000
Net proceeds from ATM Offering	908			$ 908			908
Issuance of Common Stock upon vesting of restricted stock units (in shares)			74,169
Tax payments related to shares retired for vested restricted stock units (in shares)			(5,831)
Tax payments related to shares retired for vested restricted stock units	(13)						(13)
Balance at the end (in shares) at Sep. 30, 2024			3,162,616			(154,055)
Balance at the end at Sep. 30, 2024	$ (14,474)					$ (31,663)	$ 96,188		$ (78,999)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities
Net Income (Loss)	$ (4,801)	$ (9,043)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,030	697
Stock-based compensation expense	1,629	2,235
Credit loss, net of recoveries	460	2,350
(Gain) loss on disposition of assets	(2)	63
Noncash amortization of debt discount	436	409
Noncash change in fair value of derivatives	(42)	(295)
Other	(1)	(1)
Changes in operating assets and liabilities:
Accounts receivable	253	(2,461)
Prepaid expenses and other current assets	1,162	(467)
Accounts payable	(246)	(16)
Accrued expenses and other current liabilities	(205)	(3,246)
Deferred revenue	11	137
Net cash used in operating activities	(316)	(9,638)
Cash flows from investing activities
Additions of property, equipment, and software	(1,080)	(1,042)
Proceeds from sale of property and equipment	2	27
Net cash used in investing activities	(1,078)	(1,015)
Cash flows from financing activities
Issuance of common Stock under ESPP	24	168
Tax payments related to shares retired for vested restricted stock units	(68)	0
Repayments of related party payables	(90)	1
Net proceeds from sale of stock via ATM Offering	908	0
Repayments of short-term financing arrangements	(1,109)	0
Net cash (used in) provided by financing activities	(335)	169
Net decrease in cash, cash equivalents, and restricted cash	(1,729)	(10,484)
Cash, cash equivalents, and restricted cash, beginning of period	15,544	25,202
Cash, cash equivalents, and restricted cash, end of period	13,815	14,718
Supplemental disclosure of non-cash financing activities
Short-term financing of insurance payable	1,399	0
Conversion of promissory notes into common stock	$ 292	$ 0

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (1,139)	$ (1,275)	$ (2,387)	$ (2,210)	$ (1,436)	$ (5,397)	$ (4,801)	$ (9,043)

Insider Trading Arrangements

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

Description of the Business and

Description of the Business and Business Combination	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of the Business and Business Combination	NOTE 1 — Description of the Business and Business Combination Description of the Business Leafly Holdings, Inc. (“Leafly” or “the Company”) is an online cannabis discovery marketplace and resource for cannabis consumers. Leafly provides an information resource platform with a deep library of content, including detailed information about cannabis strains, retailers and current events. Leafly was incorporated in the state of Delaware on June 20, 2019 and is headquartered in Seattle, Washington. The Company has three wholly-owned subsidiaries, Leafly Canada Ltd., Leafly Deutschland GmbH and Leafly, LLC (“Legacy Leafly”). Legacy Leafly is the accounting predecessor of Leafly. The accompanying consolidated financial statements include the financial results of the Company and its wholly-owned subsidiaries. Business Combination On February 4, 2022, Leafly consummated the previously announced mergers and related transactions (collectively, the “Merger”) pursuant to the Agreement and Plan of Merger dated August 9, 2021 and amended on September 8, 2021 and on January 11, 2022 (as amended, the “Merger Agreement”). Legacy Leafly (formerly known as Leafly Holdings, Inc.) entered into the Merger Agreement with Merida Merger Corp. I (“Merida”), Merida Merger Sub, Inc., a Washington corporation (“Merger Sub I”) and Merida Merger Sub II, LLC, a Washington limited liability company (“Merger Sub II” and, together with Merger Sub I, the “Merger Subs”). Merger Sub I merged with and into Legacy Leafly, with Legacy Leafly surviving as a wholly-owned subsidiary of Merida, and following the initial Merger and as part of a single integrated transaction with the initial Merger, Legacy Leafly merged with and into Merger Sub II, with Merger Sub II surviving as a wholly-owned subsidiary of Merida. As a result of these Mergers, Legacy Leafly became a wholly owned subsidiary of Merida and was renamed Leafly, LLC, Merida was renamed Leafly Holdings, Inc. (“New Leafly”), and the securityholders of Legacy Leafly became security holders of New Leafly. We sometimes refer to the Mergers described above and the other transactions contemplated by the Merger Agreement and the other agreements being entered into by Merida and Legacy Leafly in connection with the Mergers as the “Business Combination” and to Merida following the Business Combination as “New Leafly.” While the legal acquirer in the Business Combination is Merida, for financial accounting and reporting purposes under accounting principles generally accepted in the United States of America (“GAAP”), Legacy Leafly is the accounting acquirer with the Business Combination accounted for as a “reverse recapitalization.” A reverse recapitalization does not result in a new basis of accounting, and the financial statements of the combined entity represent the continuation of the financial statements of Legacy Leafly. Under this accounting method, Merida is treated as the “ acquired ” company and Legacy Leafly is the accounting acquirer, with the transaction treated as a recapitalization of Legacy Leafly. Merida’s assets, liabilities and results of operations were consolidated with Legacy Leafly’s beginning on the date of the Business Combination. Except for certain derivative liabilities, the assets and liabilities of Merida were recognized at historical cost (which is consistent with carrying value) and were not material, with no goodwill or other intangible assets recorded. The derivative liabilities, which are discussed in Note 12 , were recorded at fair value. The consolidated assets, liabilities, and results of operations of Legacy Leafly became the historical financial statements, and operations prior to the closing of the Business Combination presented for comparative purposes are those of Legacy Leafly. Pre-Merger shares of common stock and preferred stock were converted to shares of common stock of the combined company using the conversion ratio of 0.0164 and for comparative purposes, the shares and net loss per share of Legacy Leafly, prior to the Business Combination, have been retroactively restated using the conversion ratio.

Basis of Presentation and Signi

Basis of Presentation and Significant Accounting Policies	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation and Significant Accounting Policies	NOTE 2 — Basis of Present ation and Significant Accounting Policies Basis of Presentation The interim condensed consolidated financial statements have been prepared in accordance with GAAP and the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting and should be read in conjunction with the Company's audited consolidated financial statements for the years ended December 31, 2023 and 2022, and Management’s Discussion and Analysis of Financial Condition and Results of Operations of Leafly for the year ended December 31, 2023, each of which was filed with the SEC on April 1, 2024 (the “2023 Financial Information”). These condensed consolidated financial statements are unaudited and, in management's opinion, include all adjustments, consisting of normal recurring estimates and accruals necessary for a fair presentation of our consolidated cash flows, operating results, and balance sheets for the periods presented. Actual results may differ from these estimates and assumptions. The results of operations for any interim periods are not necessarily indicative of the results that may be expected for the entire fiscal year or any other interim period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted in accordance with the rules and regulations o f the SEC for interim reporting. All intercompany balances and transactions have been eliminated upon consolidation. Going Concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. Under the rules of Accounting Standards Codification (“ASC”) Subtopic 205-40 “Presentation of Financial Statements-Going Concern” (“ASC 205-40”), reporting companies are required to evaluate whether conditions and/or events raise substantial doubt about their ability to meet their future financial obligations as they become due within one year after the date that the financial statements are issued. This evaluation takes into account a company’s current available cash and projected cash needs over the one-year evaluation period but may not consider things beyond its control. The Company has $ 29,425 of 2022 Notes maturing on January 31, 2025 ( Note 9 ) and based on the Company’s current liquidity position would not be able to repay the 2022 Notes when due. In addition, Leafly has experienced revenue declines, incurred recurring operating losses, used cash from operations, and relied on the capital raised in the Business Combination to continue ongoing operations. These conditions, when considered in the aggregate, raise substantial doubt about Leafly’s ability to continue as a going concern within one year of the date these financial statements are issued. In response to these conditions, Leafly management took the following actions: • The Company implemented previous restructuring plans, most recently during the first quarter of 2023, which reduced its labor force and substantially decreased costs in fiscal year 2023 as compared to fiscal year 2022. The Company still expects to recognize the full-year impact of its 2023 restructuring in 2024. • During the fourth quarter of 2023, the Company began exploring opportunities to address the upcoming maturity of its 2022 Notes. In December 2023 and May 2024, the Company worked with its noteholders and converted $ 300 and $ 275 ( Note 9 ), respectively, of the outstanding principal to equity. In addition, during the three and nine months ended September 30, 2024, the Company sold 470,000 common shares for net proceeds of $ 908 under the ATM program ( Note 11 ). • In early 2024, the Company began an initiative to improve revenues by hiring additional sales professionals and implementing improved selling strategies. In addition, during the nine months ended September 30, 2024, total employees declined by 12 persons from 131 to 119 . • The Company continues to work with the advisors it engaged during the second quarter of 2024 to explore financing and strategic opportunities to maximize stakeholder value. The restructuring plans above have been implemented and have significantly contributed to the cash savings of the Company. The Company’s management is closely monitoring and reducing operating expenses where it is able to, while ensuring the trajectory and viability of the business remains intact. However, the Company cannot meet its debt maturity obligations without a significant capital infusion or a lender’s commitment to refinance the debt. After considering all available evidence, Leafly’s management determined that, the combined impact of the cost reduction measures outlined in both actions above, Leafly’s current negative working capital as of September 30, 2024 and planned operations will not be sufficient to meet its capital requirements for a period of at least 12 months from the date that these September 30, 2024 financial statements are issued and that substantial doubt exists about Leafly’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Reverse Stock Split On September 12, 2023, the Company implemented a one-for-twenty reverse split of its common stock ( Note 11 ). To facilitate comparative analysis, all statements in this Quarterly Report regarding numbers of shares of common stock and all references to prices of a share of common stock, if referencing events or circumstances occurring prior to September 12, 2023, have been retroactively restated to reflect the effect of the reverse stock split on a pro forma basis. Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation (e.g. change in fair value of derivatives are now classified within other income and expense and derivative liabilities are now included with other current and other long-term liabilities). These reclassifications had no effect on the reported net loss . Seasonality We may experience seasonality in our business, which we believe has moderate impacts on our overall revenue. In certain years, we've seen seasonal fluctuations that coincide with either federal holidays, generally in the fourth quarter, or industry holidays and events, generally in the spring. Our industry and business history is limited and therefore we cannot be certain that these are known trends or that other trends may develop. Emerging Growth Company Status Leafly is an emerging growth company (“EGC”), as defined in the Jumpstart Our Business Startups Act (“JOBS Act”). Under the JOBS Act, EGCs can delay adopting new or revised accounting standards issued until such time as those standards apply to private companies. The Company has elected to use this extended transition period. In providing this relief, the JOBS Act does not preclude the Company from adopting a new or revised accounting standard earlier than the time that such standard applies to private companies. Leafly will continue to use this relief until the earlier of the date that it (a) is no longer an EGC or (b) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of revenue and expenses in the condensed consolidated financial statements and accompanying notes. On an ongoing basis, management evaluates its estimates. Such estimates include those related to the allowance for credit losses; the valuation allowance for deferred income tax assets; the fair value of the convertible promissory notes; the estimate of capitalized software costs and useful life of capitalized software; and the fair value of equity issuances. Management bases its estimates on historical experience, knowledge of current events and actions it may undertake in the future that management believes to be reasonable under the circumstances. Actual results may differ from these estimates and assumptions. Significant Accounting Policies The unaudited interim financial statements should be read in conjunction with the Company's 2023 Financial Information, which describes the Company's significant accounting policies. There have been no material changes to the Company's significant accounting policies during the nine months ended September 30, 2024 compared to the Company’s 2023 Financial Information. Recent Accounting Pronouncements Accounting Pronouncements Issued But Not Yet Adopted In 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09 —Income Taxes (Topic 740). This ASU expands income tax disclosures to provide information to better assess how an entity’s operations and related tax risks and tax planning and operational opportunities affect its tax rate and prospects for future cash flows. This ASU is effective for fiscal years beginning after December 15, 2024. Recently Adopted Accounting Pronouncements The Company adopted ASU 2023-07 effective January 1, 2024. ASU 2023-07 requires expanded segment reporting disclosures ( Note 15 ). Any other recently issued accounting standards or pronouncements not disclosed above have been excluded as they are not relevant to the Company, or they are not expected to have a material impact on the consolidated financial statements.

Cash, Cash Equivalents, and Res

Cash, Cash Equivalents, and Restricted Cash	9 Months Ended
	Sep. 30, 2024
Cash and Cash Equivalents [Abstract]
Cash, Cash Equivalents, and Restricted Cash	NOTE 3 — Cash, Cash Equival ents, and Restricted Cash Cash, cash equivalents, and restricted cash consisted of the following: September 30, 2024 December 31, 2023 Cash and cash equivalents $ 13,567 $ 15,293 Restricted cash - long-term portion 248 251 $ 13,815 $ 15,544

Accounts Receivable, Net

Accounts Receivable, Net	9 Months Ended
	Sep. 30, 2024
Receivables [Abstract]
Accounts Receivable, Net	NOTE 4 — Accounts Receivable, Net Accounts receivable, net of $ 1,922 and $ 2,635 as of September 30, 2024 and December 31, 2023, respectively, consisted of amounts due from customers less an allowance for credit loss. For further information about revenue and deferred revenues, see Note 8 . The following table presents the allowance for credit loss and the changes therein: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Balance, beginning of period $ 324 $ 1,404 $ 1,398 $ 908 Add: provision for credit loss, net of recoveries 130 940 460 2,350 Less: write-offs — ( 944 ) ( 1,404 ) ( 1,858 ) Balance, end of period $ 454 $ 1,400 $ 454 $ 1,400

Prepaid Expenses and Other Asse

Prepaid Expenses and Other Assets	9 Months Ended
	Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid Expenses and Other Assets	NOTE 5 — Prepaid Expenses and Other Assets Prepaid expenses and other assets consisted of the following: September 30, 2024 December 31, 2023 Prepaid subscriptions $ 578 $ 568 Prepaid insurance 627 350 Other prepaid assets 52 82 Other current assets 82 74 Subtotal, current portion 1,339 1,074 Prepaid expenses, long-term portion — 28 Total $ 1,339 $ 1,102

Property, Equipment and Softwar

Property, Equipment and Software, Net	9 Months Ended
	Sep. 30, 2024
Property, Plant and Equipment [Abstract]
Property, Equipment, and Software, Net	NOTE 6 — Property, Equi pment, and Software, Net Property, equipment, and software consisted of the following: September 30, 2024 December 31, 2023 Furniture and equipment $ 506 $ 447 Capitalized internal-use software 4,668 3,655 5,174 4,102 Less: accumulated depreciation and amortization ( 2,570 ) ( 1,548 ) $ 2,604 $ 2,554 The Company recognized depreciation and amortization expense as follows: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Depreciation expense $ 18 $ 21 $ 50 $ 68 Amortization of capitalized internal-use software 360 255 980 629 Total depreciation and amortization $ 378 $ 276 $ 1,030 $ 697 During the nine months ended September 30, 2024, the Company disposed of equipment with a book value of $ 0 for $ 2 , resulting in a gain on disposal of $ 2 . During the nine months ended September 30, 2023, the Company disposed of equipment with a book value of $ 90 for $ 27 , resulting in a loss on disposal of $ 63 .

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	9 Months Ended
	Sep. 30, 2024
Payables and Accruals [Abstract]
Accrued Expenses and Other Current Liabilities	NOTE 7 — Accrued Expenses and Other Current Liabilities Accrued expenses consisted of the following: September 30, 2024 December 31, 2023 Short-term financing 1 $ 288 $ — Other employee-related liabilities 995 969 Accrued interest 387 999 Accrued bonuses 365 — Other accrued expenses 2 470 535 $ 2,505 $ 2,503 1. On February 6, 2024, Leafly entered into a short-term financing arrangement to fund 75 % of its directors and officers insurance policies. The original $ 1,399 was financed plus interest at 8.97 % and is being repaid in 10 monthly installments of $ 146 which began on March 1, 2024. The lender has a security interest in the underlying insurance policy. 2. There are no individual items within this balance that exceed 10% of the total of the table .

Deferred Revenue and Revenue by

Deferred Revenue and Revenue by Type	9 Months Ended
	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
Deferred Revenue and Revenue by Type	NOTE 8 — Deferred Revenue and Revenue by Type Deferred Revenue Contract liabilities consist of deferred revenue, which is recorded on the Consolidated Balance Sheets when the Company has received consideration, or has the right to receive consideration, in advance of transferring the performance obligations under the contract to the customer. The following table presents the Company's deferred revenue balances and changes therein: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Balance, beginning of period $ 1,852 $ 2,017 $ 1,764 $ 1,958 Add: net increase in current period contract liabilities 1,562 1,991 1,743 2,083 Less: revenue recognized from beginning balance ( 1,639 ) ( 1,913 ) ( 1,732 ) ( 1,946 ) Balance, end of period $ 1,775 $ 2,095 $ 1,775 $ 2,095 A majority of the deferred revenue balance as of September 30, 2024 is expected to be recognized in the subsequent 12-month period. No other contract assets or liabilities are recorded on the Company’s Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023. Revenue by Type and Geography The following table presents the Company's revenue by service type: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Advertising 1 $ 8,218 $ 10,386 $ 25,637 $ 32,126 Other services 1 135 197 486 381 $ 8,353 $ 10,583 $ 26,123 $ 32,507 1. Amounts for the prior period have been reclassified to conform to the current period presentation. The following table presents the Company's revenue by geographic region: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 United States 1 $ 8,137 $ 10,155 $ 25,180 $ 31,213 All other countries 1 216 428 943 1,294 $ 8,353 $ 10,583 $ 26,123 $ 32,507 1. Amounts for the prior period have been reclassified to conform to the current period presentation. The following table presents the Company's revenue by state: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Arizona 24 % 20 % 24 % 20 % California 12 % 12 % 12 % 12 % Oregon 11 % 11 % 11 % 11 % No other state comprised 10% or more of Leafly’s revenue during the three or nine months ended September 30, 2024 and 2023. We have a diversified set of customers; no single customer accounted for 10% or more of our revenue for the three or nine months ended September 30, 2024 or 2023. The following table presents the Company's revenue by timing of recognition: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Over Time 1 Retail 2 $ 7,378 $ 9,266 $ 22,590 $ 27,576 Brands 3 692 929 2,415 3,571 8,070 10,195 25,005 31,147 Point in time 1 Brands 4 283 388 1,118 1,360 $ 8,353 $ 10,583 $ 26,123 $ 32,507 1. Amounts for the prior period have been reclassified to conform to the current period presentation. 2. Revenues from subscription services and display ads. 3. Revenues from brand profile subscriptions and digital media (including display ads and audience extension). 4. Revenues from channel advertising (including direct to consumer email). Revenues recognized over time are associated with software subscriptions, display ads and audience extension. Revenues recognized at a point in time are associated with branded content and channel advertising. There are no material variations in delivery and revenue recognition periods within the over time category.

Convertible Promissory Notes

Convertible Promissory Notes	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
Convertible Promissory Notes	NOTE 9 — Convertible Promissory Notes 2022 Notes Merida entered into a $ 30,000 convertible note purchase agreement (the “Note Purchase Agreement”) in January 2022, which Legacy Leafly subsequently guaranteed and joined as a party to the agreement on February 4, 2022 in connection with the Business Combination (the “2022 Notes”). Accordingly, post-Business Combination, the 2022 Notes are presented as a liability on Leafly's balance sheet, net of debt issuance costs and debt discount. The Company recognized debt issuance costs of $ 714 paid in cash, and a debt discount of $ 924 paid in shares transferred by Merida Holdings, LLC (the “Sponsor”) to the holders of the 2022 Notes upon issuance. The 2022 Notes bear interest at 8 % annually (with an effective interest rate of 9.92 % f or the nine months ended September 30, 2024), paid in cash semi-annually in arrears on July 31 and January 31 of each year, and mature on January 31, 2025. The 2022 Notes are unsecured convertible senior notes due 2025. They are convertible at the option of the holders at any time before maturity at an initial conversion share price of $ 250.00 per $ 1,000 principal amount of 2022 Notes and per $ 1,000 of accrued but unpaid interest on any converted 2022 Notes. In addition, the Company may, at its election, force the conversion of the 2022 Notes on or after January 31, 2024, if the volume-weighted average trading price of the Company’s common stock exceeds $ 360.00 for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days. The Company also has the option, on or after January 31, 2023 and prior to the 40th trading day immediately before the maturity date and subject to the holders’ ability to optionally convert, to redeem all or a portion of the 2022 Notes at a cash redemption price equal to 100 % of the principal amount of the 2022 Notes, plus accrued and unpaid interest, if any. The holders of the 2022 Notes have the right to cause the Company to repurchase for cash all or a portion of the 2022 Notes held by such holder upon the occurrence of a “fundamental change” (as defined in the Note Purchase Agreement) or in connection with certain asset sales, in each case at a price equal to 100 % of par plus accrued and unpaid interest, if any. Partial Conversions On December 19, 2023, the Company and each of the 2022 Note holders executed a notice of conversion and consent (the “Conversion Notice”) to effect a temporary and limited adjustment to the conversion price under the Note. Pursuant to the Conversion Notice, the conversion price under the Note was equal to the dollar amount that was 5 % less than the last reported sale price of the Company’s common stock on the trading day prior to the date of the Conversion Notice, or $ 4.978 (the “Conversion Price Adjustment”). The Conversion Price Adjustment was available for a period of five business days from the date of the Conversion Notice or until conversion requests for up to $ 300 were received, whichever was earlier. On December 19, 2023, one Holder tendered a conversion request for $ 300 at the Conversion Price Adjustment, resulting in the issuance of an aggregate of 60,265 shares of common stock and a corresponding reduction in the outstanding amount of the 2022 Notes of $ 300 . The Company accounted for the transaction as a debt modification and recognized the change in the fair value of the conversion feature as additional debt discount and an increase to additional paid-in capital of $ 24 . Following such tender and in accordance with the terms of the Conversion Notice, the Conversion Price Adjustment was terminated. On May 7, 2024, the Company and each of the 2022 Note holders executed a notice of conversion and consent (the “Second Conversion Notice”) to effect a temporary and limited adjustment to the conversion price under the 2022 Notes. Pursuant to the Second Conversion Notice, the conversion price under the 2022 Notes was equal to the dollar amount that was 5 % less than the last reported sale price of the Company’s common stock on the trading day prior to the date of the Second Conversion Notice, or $ 2.8405 (the “Second Conversion Price Adjustment”). The Second Conversion Price Adjustment was available for a period of five business days from the date of the Second Conversion Notice or until conversion requests for up to $ 275 were received, whichever was earlier. On May 7, 2024, one holder tendered a conversion request for $ 275 at the Second Conversion Price Adjustment, resulting in the issuance of an aggregate of 96,813 shares of common stock and a corresponding reduction in the outstanding amount of the 2022 Notes of $ 275 . The Company accounted for the transaction as a debt modification and recognized the change in the fair value of the conversion feature as additional debt discount and an increase to additional paid-in capital of $ 18 . F ollowing such tender and in accordance with the terms of the Conversion Notice, the Conversion Price Adjustment was terminated. The Company shall pay applicable accrued interest payable and owing on the converted amount through the effective date of the conversion in accordance with the terms of the 2022 Notes in cash on the next interest payment date. Except as set forth above, the terms of the 2022 Notes remain the same. Carrying Amount and Fair Value As of September 30, 2024, the net carrying amount of the 2022 Notes was $ 29,228 , which reflects the partial conversions noted above and includes unamortized issuance costs and debt discount of $ 197 , which will be amortized over the remaining term. The estimated fair value of the convertible debt instruments was approximately $ 28,900 as of September 30, 2024. The fair value of the 2022 Notes was measured using the Bloomberg OVCV model and CNVI model which modifies the underlying OVCV program. These models incorporate inputs for volatility, Leafly’s stock price, time to maturity, the risk-free rate and Leafly’s credit spread, some of which are considered Level 3 inputs in the fair value hierarchy.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 10 — Commitments and Contingencies In the normal course of business, the Company may receive inquiries or become involved in legal disputes regarding various litigation matters. In the opinion of management, any potential liabilities resulting from such claims would not have a material adverse effect on the Company’s consolidated financial statements. Leases The Company does not have any leases with an original term longer than 12 months as of September 30, 2024. The Company has short-term arrangements with immaterial rental obligations for office space. Nasdaq Notifications of Noncompliance From January 1, 2024 until March 25, 2024, Leafly was out of compliance with Nasdaq Listing Rule 5605(c)(2)(A) (the “Audit Committee Rule”), which requires our Board of Directors’ (the “Board”) Audit Committee to be composed of at least three independent members. On January 3, 2024, we received a letter from the Nasdaq’s Listing Qualifications Staff (the “Staff”) confirming Leafly’s noncompliance with the Audit Committee Rule and providing Leafly with a cure period to regain compliance (i) until the earlier of Leafly’s next annual meeting of stockholders or January 2, 2025; or (ii) if the next annual meeting of stockholders is held before July 1, 2024, no later than July 1, 2024. On March 25, 2024, the Board appointed two new independent directors, Jeffrey Monat and Andres Nannetti, to the Board and to the Board's Audit Committee. As a result, on April 1, 2024, the Company received written notice from the Staff confirming that the Company regained compliance with the Audit Committee Rule and this matter is now closed. On April 9, 2024, the Company received a letter from the Staff (the “Notice”) notifying the Company that it no longer complies with Nasdaq's requirements contained in Nasdaq Listing Rule 5550 for companies traded on the Capital Market. Nasdaq Listing Rule 5550 requires a company listed on the Capital Market to continuously meet at least one of the following requirements set forth in Nasdaq Listing Rule 5550(b) (the “Continued Listing Standards”): Continued Listing Standard Requirement “Stockholders’ Equity” Minimum $ 2.5 million “Market Value of Listed Securities” Minimum $ 35 million “Net Income” Minimum $ 500 thousand from continuing operations – most recent fiscal year or in two of three of last three fiscal years As confirmed by the Notice, the Company does not currently meet any of the Continued Listing Standards. The Notice had no immediate effect on the listing of the Company's common stock or warrants, and its common stock and warrants will continue to trade on the Capital Market under the symbols “LFLY” and “LFLYW,” respectively. As set forth in the Notice, within 45 calendar days from the date of the Notice, the Company had the right to submit to Nasdaq a plan to regain compliance with Nasdaq's Stockholders' Equity and/or Market Value of Listed Securities standards, and the Staff may grant an extension of up to 180 calendar days from the date of the Notice to evidence compliance. As provided in Nasdaq Listing Rule 5810(c)(2)(D), the Staff will not accept a compliance plan for deficiencies in net income from continuing operations since compliance requires stated levels of net income during completed fiscal years and therefore it can only be demonstrated through audited financial statements. On May 24, 2024, the Company submitted a proposed plan of compliance to Nasdaq showing how it intends to regain compliance with the Stockholders’ Equity standard, and subsequently, upon request by Nasdaq, the Company provided updates on its progress under the proposed plan. On October 4, 2024, the Company received a plan denial and delisting determination letter from the Staff. The Company requested a hearing before a Nasdaq Hearing Panel (“Panel”). Any suspension or delisting of the Company’s common stock and warrants on the Capital Market has been stayed, pending the scheduled hearing and a final written decision from the Panel. The Panel hearing is scheduled for December 5, 2024. If the Panel denies the Company’s appeal, then the Company's common stock and warrants will be delisted from the Capital Market. There can be no assurance that the Panel will grant the Company an extension period or that the Company will ultimately meet all applicable criteria for continued listing on the Capital Market. The Company is party to a number of agreements pursuant to which it has contractual covenants that it remains listed on the Capital Market or another national securities exchange, including pursuant to the 2022 Notes. In the event Leafly’s securities are delisted from the Capital Market, the Company will be in breach of such covenants. Such breach, if not cured or waived by holders of such securities, could result in litigation and, with respect to the 2022 Notes, would result in an acceleration of principal amount of the 2022 Notes. Any of the foregoing would materially and adversely affect the Company’s business, financial condition and results of operations.

Stockholders' Deficit

Stockholders' Deficit	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
Stockholders' Deficit	NOTE 11 — Stockholders’ Deficit Common Stock Reverse Stock Split On July 12, 2023, during the Company’s 2023 Annual Meeting of Stockholders, Leafly’s stockholders approved a proposal for a reverse stock split (the “Reverse Stock Split”) as part of the Company’s plan to regain compliance with the Bid Price Requirement under Nasdaq listing rules ( Note 10 ). Effective September 12, 2023, the Company effected a one-for-twenty (1-for-20) Reverse Stock Split of its common stock. As a result of the Reverse Stock Split, Leafly issued 34,192 shares under the provisions of the Reverse Stock Split and no fractional shares were issued in connection with the Reverse Stock Split. To facilitate comparative analysis, all statements in this Quarterly Report regarding numbers of shares of common stock and all references to prices of a share of common stock, if referencing events or circumstances occurring prior to September 12, 2023, have been retroactively restated to reflect the effect of the Reverse Stock Split on a pro forma basis. Authorized Shares As of September 30, 2024 and December 31, 2023, Leafly's authorized capital stock consisted of: • 200,000,000 shares of Leafly common stock, $ 0.0001 par value per share; and • 5,000,000 shares of Leafly preferred stock, $ 0.0001 par value per share. Sponsor Shares Subject to Earn-Out Conditions In accordance with the Merger Agreement, upon closing of the Business Combination, 81,260 of the shares of the Company’s common stock held by the Sponsor were placed in escrow and subjected to earn-out conditions (“Escrow Shares”). Of these Escrow Shares, 50 % will be released from escrow if and when the Company's common stock trades at or above $ 270.00 for 20 out of 30 consecutive trading days at any time during the two-year period following closing of the Business Combination, and the remaining 50 % will be released from escrow if and when the Company's common stock trades at or above $ 310.00 for 20 out of 30 consecutive trading days at any time during the three-year period following closing of the Business Combination. In addition, all 81,260 Escrow Shares will be released upon a change in control. We account for the Escrow Shares as derivative liabilities, remeasured to fair value on a recurring basis, with changes in fair value recorded to earnings. ATM Offering On June 27, 2024, the Company entered into an Equity Distribution Agreement (the “Equity Distribution Agreement”) with The Benchmark Company, LLC (the “Agent”) pursuant to which the Company could sell (the “ATM Offering”), at its option, up to an aggregate of $ 2,519 in shares of Leafly common stock through the Agent and, as of September 30, 2024, $ 1,266 remains under this limit. The ATM Offering was made pursuant to a shelf registration statement by methods deemed to be “at the market,” as defined in Rule 415 promulgated under the Securities Act of 1933, as amended. The Company agreed to pay the Agent a commission in cash equal to 3 % of the gross proceeds from the sale of shares in the ATM Offering. The offering of Shares pursuant to the Equity Distribution Agreement will terminate upon the earliest of (i) the issuance and sale of all Shares under the Equity Distribution Agreement, (ii) the termination of the Equity Distribution Agreement as permitted therein, including if we are delisted from the Capital Market, and (iii) June 27, 2025. The Company has agreed to reimburse the Agent for the fees and disbursements of its counsel, payable upon execution of the Equity Distribution Agreement, in an amount not to exceed $ 50 in connection with the establishment of this at-the-market offering program, in addition to certain ongoing fees of its legal counsel. During the three and nine months end ed September 30, 2024 , the Company sold 470,000 shares of common stock at an average price of $ 2.42 per share and raised gross proceeds totaling $ 1,137 under the ATM Offering including commissions of $ 34 . In addition, during the nine months ended September 30, 2024 , the Company incurred $ 195 of costs in connection with launching its ATM Offering. Treasury Stock Effective August 1, 2022, the Company repurchased 154,055 shares of its common stock at a weighted-average price of $ 205.60 per share for a total of $ 31,663 . These repurchases were in settlement of the forward purchase agreements issued in the Business Combination. Stockholder Earn-Out Rights Leafly stockholders, as of immediately prior to the closing of the Business Combination, were granted upon closing of the Business Combination, contingent rights to recei ve up to 271,454 shares of common stock (the “Rights”) if the Company achieves certain earn-out conditions prior to the third anniversary of the Business Combination. None of the conditions have been achieved to date. The Company accounts for the Rights as derivative liabilities, which are remeasured to their current fair value as of the end of each reporting period, with changes in the fair value recorded to earnings. Preferred Stock The Board is authorized, subject to limitations prescribed by the law of the State of Delaware, to issue Leafly preferred stock from time to time in one or more series. The Board is authorized to establish the number of shares to be included in each such series and to fix the voting rights, if any, designations, powers, preferences and relative, participating, optional, special and other rights, if any, and any qualifications, limitations and restrictions thereof, applicable to the shares of each series. The Board is able, without stockholder approval, to issue Leafly preferred stock with voting and other rights that could adversely affect the voting power and other rights of the holders of the Leafly common stock and could have anti-takeover effects. The ability of the Board to issue Leafly preferred stock without stockholder approval could have the effect of delaying, deferring or preventing a change of control of Leafly or the removal of existing management. Leafly did no t have any issued and outstanding shares of preferred stock as of September 30, 2024 or December 31, 2023 .

Warrants

Warrants	9 Months Ended
	Sep. 30, 2024
Other Liabilities Disclosure [Abstract]
Warrants	NOTE 12 — Warrants Warrants Public Warrants At each of September 30, 2024 and December 31, 2023 , there were 7,105,772 warrants outstanding to purchase an aggregate of 355,288 shares of common stock that had been included in the units issued in Merida’s initial public offering (the “Public Warrants”). Each Public Warrant entitles the holder to purchase 0.05 shares of common stock at an exercise price of $ 230.00 per whole share. Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants became exercisable 30 days after the closing of the Business Combination. The Public Warrants may not be exercisable for cash unless the Company has an effective and current registration statement covering the shares of common stock issuable upon exercise of the Public Warrants and a current prospectus relating to such shares of common stock. Notwithstanding the foregoing, during any period when the Company shall have failed to maintain an effective registration statement, warrant holders may exercise their Public Warrants on a cashless basis pursuant to the exemption provided by Section 3(a)(9) of the Securities Act, provided that such exemption is available. If that exemption, or another exemption, is not available, holders will not be able to exercise their Public Warrants on a cashless basis. The Public Warrants will expire five years after the Closing of the Business Combination or earlier upon redemption or liquidation. The Company may redeem the Public Warrants: • in whole and not in part; • at a price of $ 0.20 per warrant; • upon not less than 30 days’ prior written notice of redemption; • if, and only if, the reported last sale price of the Company’s common stock equals or exceeds $ 360.00 per share for any 20 trading days within a 30 -trading day period commencing after the warrants became exercisable and ending on the third business day prior to the notice of redemption to the warrant holders; and • if, and only if, there is a current registration statement in effect with respect to the shares of common stock underlying the warrants. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. Private Warrants At each of September 30, 2024 and December 31, 2023 , there were 3,345,215 warrants outstanding to purchase an aggregate of 167,260 shares of common stock that Merida had sold to the Sponsor and EarlyBirdCapital in a private placement that took place simultan eously with Merida’s initial public offering (the “Private Warrants”). The Private Warrants are identical to the Public Warrants, except that the Private Warrants and the shares of common stock issuable upon the exercise of the Private Warrants were not transferable, assignable or salable until after the closing of the Business Combination, subject to certain limited exceptions. Additionally, the Private Warrants are exercisable for cash or on a cashless basis, at the holder’s option, and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Warrants are redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. The exercise price and number of shares of common stock issuable upon exercise of the Private Warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. However, the Private Warrants will not be adjusted for issuance of common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Private Warrants. During the year ended December 31, 2023, Private Warrant holders converted 77,951 Private Warrants to Public Warrants. No such conversions were made during the nine months ended September 30, 2024. The Company accounts for the Private Warrants as derivative liabilities, remeasured to fair value on a recurring basis, with changes in the fair value recorded to earnings.

Equity Incentive and Other Plan

Equity Incentive and Other Plans	9 Months Ended
	Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]
Equity Incentive and Other Plans	NOTE 13 — Equity Incentive and Other Plans The Company currently has four equity plans: the New Leafly 2021 Equity Incentive Plan (the “2021 Plan”), the Legacy Leafly 2018 Equity Incentive Plan (the “2018 Plan”), the New Leafy Earn-Out Plan (the “Earn-Out Plan”), and the New Leafly 2021 Employee Stock Purchase Plan (the “ESPP”). Activity under the 2021 Plan and the ESPP are detailed below. There were no options or other equity awards granted under the 2018 Plan or the Earn-Out Plan during the nine months ended September 30, 2024 or the year ended December 31, 2023. Stock-Based Compensation 2021 Plan The 2021 Plan became effective immediately upon closing of the Business Combination. Pursuant to the 2021 Plan, 225,125 shares of common stock were initially reserved for issuance. During the term of the 2021 Plan, the number of shares of common stock thereunder automatically increases on each January 1, commencing on January 1, 2023, and ending on (and including) January 1, 2031, by the lesser of (i) 10 % of the fully diluted shares of common stock as of the last day of the preceding fiscal year and (ii) 225,125 shares (adjusted pursuant to the terms of the 2021 Plan). Effective January 1, 2024, 225,144 shares of common stock were available for issuance under the 2021 Plan and 36,289 remained available at September 30, 2024. 2023 Awards • On March 14, 2023, the Company granted 31,567 annual incentive plan Restricted Stock Units (“RSUs”), which vested over four months . • On July 25, 2023, the Company granted: 125,559 service-based RSUs to employees, which are scheduled to vest over a two-year period from the initial vest date; 32,724 RSUs to non-employee Board members, which vested in full on August 20, 2023 ; and 23,634 Performance Stock Units (“PSUs”) to senior management, with vesting contingent upon the Company meeting certain fiscal year 2023 financial performance metrics, as specified in the award agreements. o On January 30, 2024, Leafly’s compensation committee approved the vesting of 30,560 PSUs related to the achievement of the Company’s 2023 ending cash performance target related to PSUs that were granted in 2022 and 2023. o On February 28, 2024, the compensation committee set the 2024 performance targets for the 6,926 remaining PSUs that were granted in 2022. • On November 30, 2023, the Company granted 23,634 RSUs to senior management and on December 19, 2023, the Company granted a total of 19,440 RSUs to employees, all of which are scheduled to vest over a one-year period from the initial vest date. • On December 19, 2023, the Company granted 7,900 RSUs to employees which are scheduled to vest over a two-year period from the initial vest date and 1,800 RSUs to non-employee Board members, which are scheduled to vest on July 12, 2024. 2024 Awards • During the first quarter of 2024, Leafly awarded a total of 187,024 RSUs, of which 176,168 are scheduled to vest quarterly in 25 % increments over one year and 10,856 RSUs are scheduled to vest 50 % after one year and 12.5 % quarterly thereafter, to Leafly executives and other employees. • During the second quarter of 2024, Leafly awarded a total of 24,250 RSUs, of which 22,500 were awarded to the Company’s Board members and are scheduled to vest on June 1, 2025 and the remainder vested immediately. Stock Options The fair value of each stock option award was estimated on the date of grant using the Black-Scholes option pricing model. No options were granted under the 2021 Plan during the nine months ended September 30, 2024 or the year ended December 31, 2023. Stock option activity under the 2021 Plan for the periods presented was as follows: Number of Weighted Average Aggregate Weighted Average Outstanding at January 1, 2024 4,976 $ 39.60 $ — 8.64 Outstanding at March 31, 2024 4,976 39.60 $ — 8.39 Outstanding at June 30, 2024 4,976 $ 39.60 $ — 8.14 Forfeited or expired ( 4,952 ) 39.60 Outstanding at September 30, 2024 24 $ 39.60 $ — 7.88 Vested and exercisable 17 $ 39.60 $ — 7.88 As of September 30, 2024 , there was no unrecognized compensation cost related to stock options granted under the 2021 Plan. Restricted Stock Units and Performance Stock Units RSU and PSU activity under the 2021 Plan for the periods presented was as follows: Number of Weighted Average Total Fair Value Unvested at January 1, 2024 209,946 $ 8.74 Granted 187,024 3.21 $ 600 Vested ( 63,019 ) 7.60 $ 291 Forfeited ( 7,814 ) 8.63 Unvested at March 31, 2024 326,137 5.77 Granted 24,250 1.50 $ 36 Vested ( 73,677 ) 4.93 $ 161 Forfeited ( 1,599 ) 4.18 Unvested at June 30, 2024 275,111 5.69 Vested ( 74,164 ) 5.02 $ 169 Forfeited ( 7,945 ) 5.71 Unvested at September 30, 2024 193,002 $ 5.86 As of September 30, 2024 , there was $ 821 total unrecognized compensation cost related to unvested RSUs and $ 4 total unrecognized compensation cost related to PSUs granted under the 2021 Plan, a majority of which relates to performance-based awards. The total cost is expected to be recognized over a weighted-average remaining period of 1.01 years. 2018 Plan The 2018 Plan became effective on April 17, 2018. The 2018 Plan terminated upon closing of the Business Combination in 2022, but then-outstanding options under the 2018 Plan remain outstanding pursuant to their terms, with adjustments to the number of shares and exercise prices to reflect the terms of the Business Combination. The fair value of each stock option award to employees was estimated on the date of grant using the Black-Scholes option pricing model. No grants were made under the 2018 Plan during the nine months ended September 30, 2024 or the year ended December 31, 2023. Stock option activity under the 2018 Plan for the periods presented was as follows: Number of 1 Weighted Average Aggregate Weighted Average Outstanding at January 1, 2024 116,451 $ 34.24 $ 3 4.65 Forfeited or expired ( 201 ) 135.21 Outstanding at March 31, 2024 116,250 34.06 $ — 4.35 Forfeited or expired ( 1,269 ) 36.94 Outstanding at June 30, 2024 114,981 33.96 $ — 4.13 Forfeited or expired ( 19 ) 22.00 Outstanding at September 30, 2024 114,962 $ 33.96 $ — 3.88 Vested and exercisable 72,488 $ 28.61 $ — 5.20 1. Includes 62,159 and 52,803 awards as of September 30, 2024 and 63,648 and 52,803 awards as of December 31, 2023 accounted for as service-based and market-based options, respectively, that are vested, that the Company currently deems probable of vesting, or in the case of market-based options, that the Company is expensing so long as the respective service conditions are met. The market-based options will vest only if the price of the Company's common stock reaches a $ 1 billion market capitalization target for any 20 days during a 30 -day period on or before February 4, 2026, the fourth anniversary of the closing of the Business Combination. As of September 30, 2024, ther e was: (i) $ 124 of unrecognized compensation cost related to service-based 2018 Plan option awards, which is expected to be recognized over a remaining weighted-average service period of approximately 0.95 years. Stock-Based Compensation Expense The following table presents the classification of stock-based compensation expense under the 2021 Plan, the 2018 Plan and the ESPP: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Sales and marketing $ 50 $ 94 $ 179 $ 230 Product development 117 141 351 347 General and administrative 257 762 1,099 1,658 $ 424 $ 997 $ 1,629 $ 2,235 Employee Stock Purchase Plan The ESPP became effective immediately upon closing of the Business Combination. Pursuant to the ESPP, 56,281 shares of common stock were initially reserved for issuance. During the term of the ESPP, the number of shares of common stock thereunder automatically increases on each January 1, commencing on January 1, 2023 and ending on (and including) January 1, 2031, by the lesser of (i) 2.5 % of the fully diluted shares of common stock as of the last day of the preceding fiscal year and (ii) 56,281 shares (as adjusted pursuant to the terms of the ESPP). Effective January 1, 2024, 59,304 shares of common stock were available for issuance under the ESPP and 45,630 remained available at September 30, 2024. • On March 15, 2023, eligible employees purchased 14,441 shares for a total purchase price of $ 120 . • On September 15, 2023, eligible employees purchased 5,701 shares for a total purchase price of $ 48 . • On March 15, 2024, eligible employees purchased 8,443 shares for a total purchase price of $ 16 . • On September 15, 2024, eligible employees purchased 5,231 shares for a total purchase price of $ 8 . The Company's current offering period runs from September 16, 2024 through March 15, 2025. Stock-based compensation expense related the ESPP was as follows for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 ESPP expense (included in stock-based compensation) $ 3 $ 11 $ 17 $ 78 Earn-Out Plan The Earn-Out Plan became effective immediately upon closing of the Business Combination. Pursuant to the Earn-Out Plan, approximately 28,546 shares of common stock have been reserved for issuance to employees and certain other eligible parties in the form of RSUs. These RSUs will vest if the Company achieves certain thresholds prior to the third anniversary of the closing of the Business Combination. No RSUs have been awarded under the Earn-Out Plan as of September 30, 2024. Defined Contribution Plan The Company recognized expense from matching contributions to the Company-sponsored defined contribution retirement (401k) plan as follows for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 401(k) matching contributions $ 131 $ 134 $ 410 $ 520

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2024
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 14 — Related Party Transactions At December 31, 2022, the Company owed $ 10 to two members of its Board, which is included in accrued expenses and other current liabilities on Leafly's consolidated balance sheet and was repaid during the first quarter of 2023. There were no such payments during the three months and nine months ended September 30, 2024. Effective September 1, 2023, the Company entered into a consulting agreement with Peter Lee, at that time a member of the Company’s Board and currently President and Chief Operating Officer and a Board member, at a rate of $ 30 per month for an initial term of two months, extendable for a second term of two months, for a total maximum term of four months. Under the agreement, Mr. Lee was providing the Company with certain consultancy services related to the Company’s business strategies. During the year ended December 31, 2023, Mr. Lee earned $ 120 under the agreement and, at December 31, 2023, the Company owed $ 90 to Mr. Lee, which was included in accrued expenses and other current liabilities on Leafly’s consolidated balance sheet at December 31, 2023 and was repaid during the nine months ended September 30, 2024 .

Segment Reporting

Segment Reporting	9 Months Ended
	Sep. 30, 2024
Segment Reporting [Abstract]
Segment Reporting	NOTE 15 — Segment Reporting Segment revenue, cost of sales and gross profit were as follows during the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Revenue: Retail $ 7,378 $ 9,266 $ 22,590 $ 27,576 Brands 975 1,317 3,533 4,931 Total revenue $ 8,353 $ 10,583 $ 26,123 $ 32,507 Retail Cost of Sales: Merchant Processing fees $ 176 $ 209 $ 526 $ 619 Business platform 155 267 523 961 Website infrastructure 195 239 591 719 Labor allocation 267 275 797 862 793 990 2,437 3,161 Brands Cost of Sales: Merchant Processing fees 23 43 83 128 Website infrastructure 26 50 92 142 Labor allocation 35 57 125 170 Other 27 23 102 146 111 173 402 586 Total cost of sales $ 904 $ 1,163 $ 2,839 $ 3,747 Gross profit: Retail $ 6,585 $ 8,276 $ 20,153 $ 24,415 Brands 864 1,144 3,131 4,345 Total gross profit $ 7,449 $ 9,420 $ 23,284 $ 28,760 Assets are not allocated to segments for internal reporting presentations, nor are depreciation and amortization. Geographic Areas The Company’s operations are primarily in the U.S. and to a lesser extent, in Canada. Refer to Note 8 for revenue classified by major geographic area.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	NOTE 16 — Income Taxes The Company’s effective tax rate was 0 % for the three months and nine months ended September 30, 2024 and 2023 . The effective tax rate was lower than the U.S. federal statutory rate of 21 % due to the Company’s full valuation allowance recorded against its deferred tax assets. The Company had net operating loss carryforwards (“NOLs”) for federal, state and foreign income tax purposes of approximately $ 81,324 , $ 60,498 and $ 5,327 , respectively, as of December 31, 2023 . The Company's state NOL will begin to expire in 2039 , all of the Company's federal NOLs will last indefinitely and the Company’s foreign NOL will begin to expire in 2037 . The Internal Revenue Code of 1986, as amended (the “Code”), imposes restrictions on the utilization of NOLs in the event of an “ownership change” of a corporation. Accordingly, a company’s ability to use NOLs may be limited as prescribed under Code Section 382 (“IRC Section 382”). Events which may cause limitations in the amount of the NOLs that the Company may use in any one year include, but are not limited to, a cumulative ownership change of more than 50 % over a three-year period. Utilization of the federal and state NOLs may be subject to substantial annual limitation due to the ownership change limitations provided by the IRC Section 382 and similar state provisions. The annual limitation may result in the expiration of the net operating loss before utilization. The Company has not performed an IRC Section 382 study as of December 31, 2023 due to its full valuation allowance. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of September 30, 2024 and December 31, 2023. The Company is currently not aware of any issues under review that could result in significant payments, accruals, or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. Under the Tax Cuts and Jobs Act of 2017, research and development costs are no longer fully deductible and are required to be capitalized and amortized for U.S. tax purposes effective January 1, 2022. The mandatory capitalization requirement had no material impact to the Company during the year ended December 31, 2023 and the nine months ended September 30, 2024. The Company files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. Management believes all the income tax returns filed since inception remain open to examination by the major domestic and foreign taxing jurisdictions to which the Company is subject due to NOLs.

Net Loss Per Share

Net Loss Per Share	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
Net Loss Per Share	NOTE 17 — Net Loss Per Share Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Under the two-class method, basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Shares repurchased and held in treasury by the Company are removed from the weighted-average number of shares of common stock outstanding as of the date of repurchase. The Company considers its preferred stock to be participating securities. As of September 30, 2024 and 2023, the Company ha d 81,260 outstanding shares of common stock that are in escrow and subject to earn-out conditions and thus forfeiture, which do not meet the criteria for participating securities (see Note 11 for additional information). Net loss is attributed to common stockholders and participating securities based on their participation rights. Net loss is not attributed to the preferred stock as the holders of the preferred stock do not have a contractual obligation to share in any losses. Diluted earnings per share attributable to common stockholders adjusts basic earnings per share for the potentially dilutive impact of non-participating shares of common stock that are subject to forfeiture, stock options, preferred stock, convertible notes, and other securities outstanding. Certain securities are antidilutive and as such, are excluded from the calculation of diluted earnings per share and disclosed separately. Because of the nature of the calculation, particular securities may be dilutive in some periods and anti-dilutive in other periods. The following table presents the computation of basic and diluted net loss per share attributable to common stockholders, as a group, for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Total undistributed loss $ ( 1,139 ) $ ( 2,210 ) $ ( 4,801 ) $ ( 9,043 ) Common stock and common stock equivalents 2,502,109 2,010,644 2,342,282 1,974,057 Basic net loss per share $ ( 0.46 ) $ ( 1.10 ) $ ( 2.05 ) $ ( 4.58 ) Diluted net loss per share $ ( 0.46 ) $ ( 1.10 ) $ ( 2.05 ) $ ( 4.58 ) The following shares of common stock subject to certain instruments were excluded from the computation of diluted net income per share attributable to common stockholders for the periods presented as their effect would have been antidilutive: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Shares subject to warrants 522,549 522,549 522,549 522,549 Shares subject to convertible promissory notes 123,617 124,000 123,617 124,000 Shares subject to ESPP 6,973 13,170 5,626 11,299 Escrow Shares 81,260 81,260 81,260 81,260 Shares subject to outstanding common stock options, RSUs and PSUs 339,534 284,657 355,790 239,613 Shares subject to stockholder earn-out rights 271,454 271,454 271,454 271,454 1,345,387 1,297,090 1,360,296 1,250,175 See Note 9 for additional information regarding convertible promissory notes, Note 11 for additional information regarding stockholder earn-out rights, preferred stock, and Escrow Shares, Note 12 for additional information regarding warrants, and Note 13 for additional information regarding stock options, RSUs and PSUs.

Subsequent Event

Subsequent Event	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
Subsequent Event	NOTE 18 — Subsequent Event Nasdaq Delisting Notification Refer to Note 10 for further information on the plan denial and delisting determination letter that the Company received from the Staff on October 4, 2024 and the pending appeal.

Basis of Presentation and Sig_2

Basis of Presentation and Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The interim condensed consolidated financial statements have been prepared in accordance with GAAP and the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting and should be read in conjunction with the Company's audited consolidated financial statements for the years ended December 31, 2023 and 2022, and Management’s Discussion and Analysis of Financial Condition and Results of Operations of Leafly for the year ended December 31, 2023, each of which was filed with the SEC on April 1, 2024 (the “2023 Financial Information”). These condensed consolidated financial statements are unaudited and, in management's opinion, include all adjustments, consisting of normal recurring estimates and accruals necessary for a fair presentation of our consolidated cash flows, operating results, and balance sheets for the periods presented. Actual results may differ from these estimates and assumptions. The results of operations for any interim periods are not necessarily indicative of the results that may be expected for the entire fiscal year or any other interim period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted in accordance with the rules and regulations o f the SEC for interim reporting. All intercompany balances and transactions have been eliminated upon consolidation. Going Concern The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. Under the rules of Accounting Standards Codification (“ASC”) Subtopic 205-40 “Presentation of Financial Statements-Going Concern” (“ASC 205-40”), reporting companies are required to evaluate whether conditions and/or events raise substantial doubt about their ability to meet their future financial obligations as they become due within one year after the date that the financial statements are issued. This evaluation takes into account a company’s current available cash and projected cash needs over the one-year evaluation period but may not consider things beyond its control. The Company has $ 29,425 of 2022 Notes maturing on January 31, 2025 ( Note 9 ) and based on the Company’s current liquidity position would not be able to repay the 2022 Notes when due. In addition, Leafly has experienced revenue declines, incurred recurring operating losses, used cash from operations, and relied on the capital raised in the Business Combination to continue ongoing operations. These conditions, when considered in the aggregate, raise substantial doubt about Leafly’s ability to continue as a going concern within one year of the date these financial statements are issued. In response to these conditions, Leafly management took the following actions: • The Company implemented previous restructuring plans, most recently during the first quarter of 2023, which reduced its labor force and substantially decreased costs in fiscal year 2023 as compared to fiscal year 2022. The Company still expects to recognize the full-year impact of its 2023 restructuring in 2024. • During the fourth quarter of 2023, the Company began exploring opportunities to address the upcoming maturity of its 2022 Notes. In December 2023 and May 2024, the Company worked with its noteholders and converted $ 300 and $ 275 ( Note 9 ), respectively, of the outstanding principal to equity. In addition, during the three and nine months ended September 30, 2024, the Company sold 470,000 common shares for net proceeds of $ 908 under the ATM program ( Note 11 ). • In early 2024, the Company began an initiative to improve revenues by hiring additional sales professionals and implementing improved selling strategies. In addition, during the nine months ended September 30, 2024, total employees declined by 12 persons from 131 to 119 . • The Company continues to work with the advisors it engaged during the second quarter of 2024 to explore financing and strategic opportunities to maximize stakeholder value. The restructuring plans above have been implemented and have significantly contributed to the cash savings of the Company. The Company’s management is closely monitoring and reducing operating expenses where it is able to, while ensuring the trajectory and viability of the business remains intact. However, the Company cannot meet its debt maturity obligations without a significant capital infusion or a lender’s commitment to refinance the debt. After considering all available evidence, Leafly’s management determined that, the combined impact of the cost reduction measures outlined in both actions above, Leafly’s current negative working capital as of September 30, 2024 and planned operations will not be sufficient to meet its capital requirements for a period of at least 12 months from the date that these September 30, 2024 financial statements are issued and that substantial doubt exists about Leafly’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Consolidation	All intercompany balances and transactions have been eliminated upon consolidation.
Reverse Stock Split	Reverse Stock Split On September 12, 2023, the Company implemented a one-for-twenty reverse split of its common stock ( Note 11 ). To facilitate comparative analysis, all statements in this Quarterly Report regarding numbers of shares of common stock and all references to prices of a share of common stock, if referencing events or circumstances occurring prior to September 12, 2023, have been retroactively restated to reflect the effect of the reverse stock split on a pro forma basis.
Reclassifications	Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation (e.g. change in fair value of derivatives are now classified within other income and expense and derivative liabilities are now included with other current and other long-term liabilities). These reclassifications had no effect on the reported net loss .
Seasonality	Seasonality We may experience seasonality in our business, which we believe has moderate impacts on our overall revenue. In certain years, we've seen seasonal fluctuations that coincide with either federal holidays, generally in the fourth quarter, or industry holidays and events, generally in the spring. Our industry and business history is limited and therefore we cannot be certain that these are known trends or that other trends may develop.
Emerging Growth Company Status	Emerging Growth Company Status Leafly is an emerging growth company (“EGC”), as defined in the Jumpstart Our Business Startups Act (“JOBS Act”). Under the JOBS Act, EGCs can delay adopting new or revised accounting standards issued until such time as those standards apply to private companies. The Company has elected to use this extended transition period. In providing this relief, the JOBS Act does not preclude the Company from adopting a new or revised accounting standard earlier than the time that such standard applies to private companies. Leafly will continue to use this relief until the earlier of the date that it (a) is no longer an EGC or (b) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act.
Use of Estimates	These condensed consolidated financial statements are unaudited and, in management's opinion, include all adjustments, consisting of normal recurring estimates and accruals necessary for a fair presentation of our consolidated cash flows, operating results, and balance sheets for the periods presented. Actual results may differ from these estimates and assumptions. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of revenue and expenses in the condensed consolidated financial statements and accompanying notes. On an ongoing basis, management evaluates its estimates. Such estimates include those related to the allowance for credit losses; the valuation allowance for deferred income tax assets; the fair value of the convertible promissory notes; the estimate of capitalized software costs and useful life of capitalized software; and the fair value of equity issuances. Management bases its estimates on historical experience, knowledge of current events and actions it may undertake in the future that management believes to be reasonable under the circumstances. Actual results may differ from these estimates and assumptions.
Significant Accounting Policies	Significant Accounting Policies The unaudited interim financial statements should be read in conjunction with the Company's 2023 Financial Information, which describes the Company's significant accounting policies. There have been no material changes to the Company's significant accounting policies during the nine months ended September 30, 2024 compared to the Company’s 2023 Financial Information.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Accounting Pronouncements Issued But Not Yet Adopted In 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09 —Income Taxes (Topic 740). This ASU expands income tax disclosures to provide information to better assess how an entity’s operations and related tax risks and tax planning and operational opportunities affect its tax rate and prospects for future cash flows. This ASU is effective for fiscal years beginning after December 15, 2024. Recently Adopted Accounting Pronouncements The Company adopted ASU 2023-07 effective January 1, 2024. ASU 2023-07 requires expanded segment reporting disclosures ( Note 15 ). Any other recently issued accounting standards or pronouncements not disclosed above have been excluded as they are not relevant to the Company, or they are not expected to have a material impact on the consolidated financial statements.

Cash, Cash Equivalents, and R_2

Cash, Cash Equivalents, and Restricted Cash (Tables)	9 Months Ended
	Sep. 30, 2024
Cash and Cash Equivalents [Abstract]
Schedule of Cash and Cash Equivalents	Cash, cash equivalents, and restricted cash consisted of the following: September 30, 2024 December 31, 2023 Cash and cash equivalents $ 13,567 $ 15,293 Restricted cash - long-term portion 248 251 $ 13,815 $ 15,544

Accounts Receivable, Net (Table

Accounts Receivable, Net (Tables)	9 Months Ended
	Sep. 30, 2024
Receivables [Abstract]
Schedule of Allowance for Doubtful Accounts	The following table presents the allowance for credit loss and the changes therein: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Balance, beginning of period $ 324 $ 1,404 $ 1,398 $ 908 Add: provision for credit loss, net of recoveries 130 940 460 2,350 Less: write-offs — ( 944 ) ( 1,404 ) ( 1,858 ) Balance, end of period $ 454 $ 1,400 $ 454 $ 1,400

Prepaid Expenses and Other As_2

Prepaid Expenses and Other Assets (Tables)	9 Months Ended
	Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Schedule of Prepaid Expenses and Other Assets	Prepaid expenses and other assets consisted of the following: September 30, 2024 December 31, 2023 Prepaid subscriptions $ 578 $ 568 Prepaid insurance 627 350 Other prepaid assets 52 82 Other current assets 82 74 Subtotal, current portion 1,339 1,074 Prepaid expenses, long-term portion — 28 Total $ 1,339 $ 1,102

Property, Equipment, and Softwa

Property, Equipment, and Software, Net (Tables)	9 Months Ended
	Sep. 30, 2024
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment	Property, equipment, and software consisted of the following: September 30, 2024 December 31, 2023 Furniture and equipment $ 506 $ 447 Capitalized internal-use software 4,668 3,655 5,174 4,102 Less: accumulated depreciation and amortization ( 2,570 ) ( 1,548 ) $ 2,604 $ 2,554
Schedule Of Depreciation and Amortization Expense	The Company recognized depreciation and amortization expense as follows: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Depreciation expense $ 18 $ 21 $ 50 $ 68 Amortization of capitalized internal-use software 360 255 980 629 Total depreciation and amortization $ 378 $ 276 $ 1,030 $ 697

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	9 Months Ended
	Sep. 30, 2024
Payables and Accruals [Abstract]
Schedule of Accrued Expenses and Other Current Liabilities	Accrued expenses consisted of the following: September 30, 2024 December 31, 2023 Short-term financing 1 $ 288 $ — Other employee-related liabilities 995 969 Accrued interest 387 999 Accrued bonuses 365 — Other accrued expenses 2 470 535 $ 2,505 $ 2,503 1. On February 6, 2024, Leafly entered into a short-term financing arrangement to fund 75 % of its directors and officers insurance policies. The original $ 1,399 was financed plus interest at 8.97 % and is being repaid in 10 monthly installments of $ 146 which began on March 1, 2024. The lender has a security interest in the underlying insurance policy. 2. There are no individual items within this balance that exceed 10% of the total of the table .

Deferred Revenue and Revenue _2

Deferred Revenue and Revenue by Type (Tables)	9 Months Ended
	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
Schedule of Deferred Revenue	The following table presents the Company's deferred revenue balances and changes therein: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Balance, beginning of period $ 1,852 $ 2,017 $ 1,764 $ 1,958 Add: net increase in current period contract liabilities 1,562 1,991 1,743 2,083 Less: revenue recognized from beginning balance ( 1,639 ) ( 1,913 ) ( 1,732 ) ( 1,946 ) Balance, end of period $ 1,775 $ 2,095 $ 1,775 $ 2,095
Schedule of Disaggregation of Revenue	The following table presents the Company's revenue by service type: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Advertising 1 $ 8,218 $ 10,386 $ 25,637 $ 32,126 Other services 1 135 197 486 381 $ 8,353 $ 10,583 $ 26,123 $ 32,507 1. Amounts for the prior period have been reclassified to conform to the current period presentation. The following table presents the Company's revenue by geographic region: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 United States 1 $ 8,137 $ 10,155 $ 25,180 $ 31,213 All other countries 1 216 428 943 1,294 $ 8,353 $ 10,583 $ 26,123 $ 32,507 1. Amounts for the prior period have been reclassified to conform to the current period presentation. The following table presents the Company's revenue by state: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Arizona 24 % 20 % 24 % 20 % California 12 % 12 % 12 % 12 % Oregon 11 % 11 % 11 % 11 % The following table presents the Company's revenue by timing of recognition: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Over Time 1 Retail 2 $ 7,378 $ 9,266 $ 22,590 $ 27,576 Brands 3 692 929 2,415 3,571 8,070 10,195 25,005 31,147 Point in time 1 Brands 4 283 388 1,118 1,360 $ 8,353 $ 10,583 $ 26,123 $ 32,507 1. Amounts for the prior period have been reclassified to conform to the current period presentation. 2. Revenues from subscription services and display ads. 3. Revenues from brand profile subscriptions and digital media (including display ads and audience extension). 4. Revenues from channel advertising (including direct to consumer email).

Equity Incentive and Other Pl_2

Equity Incentive and Other Plans (Tables)	9 Months Ended
	Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Stock Option Activity	Stock option activity under the 2021 Plan for the periods presented was as follows: Number of Weighted Average Aggregate Weighted Average Outstanding at January 1, 2024 4,976 $ 39.60 $ — 8.64 Outstanding at March 31, 2024 4,976 39.60 $ — 8.39 Outstanding at June 30, 2024 4,976 $ 39.60 $ — 8.14 Forfeited or expired ( 4,952 ) 39.60 Outstanding at September 30, 2024 24 $ 39.60 $ — 7.88 Vested and exercisable 17 $ 39.60 $ — 7.88 Stock option activity under the 2018 Plan for the periods presented was as follows: Number of 1 Weighted Average Aggregate Weighted Average Outstanding at January 1, 2024 116,451 $ 34.24 $ 3 4.65 Forfeited or expired ( 201 ) 135.21 Outstanding at March 31, 2024 116,250 34.06 $ — 4.35 Forfeited or expired ( 1,269 ) 36.94 Outstanding at June 30, 2024 114,981 33.96 $ — 4.13 Forfeited or expired ( 19 ) 22.00 Outstanding at September 30, 2024 114,962 $ 33.96 $ — 3.88 Vested and exercisable 72,488 $ 28.61 $ — 5.20 1. Includes 62,159 and 52,803 awards as of September 30, 2024 and 63,648 and 52,803 awards as of December 31, 2023 accounted for as service-based and market-based options, respectively, that are vested, that the Company currently deems probable of vesting, or in the case of market-based options, that the Company is expensing so long as the respective service conditions are met. The market-based options will vest only if the price of the Company's common stock reaches a $ 1 billion market capitalization target for any 20 days during a 30 -day period on or before February 4, 2026, the fourth anniversary of the closing of the Business Combination.
Schedule of Restricted Stock Unit Activity	RSU and PSU activity under the 2021 Plan for the periods presented was as follows: Number of Weighted Average Total Fair Value Unvested at January 1, 2024 209,946 $ 8.74 Granted 187,024 3.21 $ 600 Vested ( 63,019 ) 7.60 $ 291 Forfeited ( 7,814 ) 8.63 Unvested at March 31, 2024 326,137 5.77 Granted 24,250 1.50 $ 36 Vested ( 73,677 ) 4.93 $ 161 Forfeited ( 1,599 ) 4.18 Unvested at June 30, 2024 275,111 5.69 Vested ( 74,164 ) 5.02 $ 169 Forfeited ( 7,945 ) 5.71 Unvested at September 30, 2024 193,002 $ 5.86
Schedule of Stock-Based Compensation Expense	The following table presents the classification of stock-based compensation expense under the 2021 Plan, the 2018 Plan and the ESPP: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Sales and marketing $ 50 $ 94 $ 179 $ 230 Product development 117 141 351 347 General and administrative 257 762 1,099 1,658 $ 424 $ 997 $ 1,629 $ 2,235
Schedule of Stock-Based Compensation Expense Related to ESPP	Stock-based compensation expense related the ESPP was as follows for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 ESPP expense (included in stock-based compensation) $ 3 $ 11 $ 17 $ 78
Summary of Defined Contribution Retirement (401k) Plan	The Company recognized expense from matching contributions to the Company-sponsored defined contribution retirement (401k) plan as follows for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 401(k) matching contributions $ 131 $ 134 $ 410 $ 520

Segment Reporting (Tables)

Segment Reporting (Tables)	9 Months Ended
	Sep. 30, 2024
Segment Reporting [Abstract]
Schedule of Segment Revenue and Gross Profit	Segment revenue, cost of sales and gross profit were as follows during the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Revenue: Retail $ 7,378 $ 9,266 $ 22,590 $ 27,576 Brands 975 1,317 3,533 4,931 Total revenue $ 8,353 $ 10,583 $ 26,123 $ 32,507 Retail Cost of Sales: Merchant Processing fees $ 176 $ 209 $ 526 $ 619 Business platform 155 267 523 961 Website infrastructure 195 239 591 719 Labor allocation 267 275 797 862 793 990 2,437 3,161 Brands Cost of Sales: Merchant Processing fees 23 43 83 128 Website infrastructure 26 50 92 142 Labor allocation 35 57 125 170 Other 27 23 102 146 111 173 402 586 Total cost of sales $ 904 $ 1,163 $ 2,839 $ 3,747 Gross profit: Retail $ 6,585 $ 8,276 $ 20,153 $ 24,415 Brands 864 1,144 3,131 4,345 Total gross profit $ 7,449 $ 9,420 $ 23,284 $ 28,760

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
Schedule of Computation Basic and Diluted Net (Loss) Income Per Share	The following table presents the computation of basic and diluted net loss per share attributable to common stockholders, as a group, for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Total undistributed loss $ ( 1,139 ) $ ( 2,210 ) $ ( 4,801 ) $ ( 9,043 ) Common stock and common stock equivalents 2,502,109 2,010,644 2,342,282 1,974,057 Basic net loss per share $ ( 0.46 ) $ ( 1.10 ) $ ( 2.05 ) $ ( 4.58 ) Diluted net loss per share $ ( 0.46 ) $ ( 1.10 ) $ ( 2.05 ) $ ( 4.58 )
Schedule of Antidilutive Shares	The following shares of common stock subject to certain instruments were excluded from the computation of diluted net income per share attributable to common stockholders for the periods presented as their effect would have been antidilutive: Three Months Ended September 30, Nine Months Ended September 30, 2024 2023 2024 2023 Shares subject to warrants 522,549 522,549 522,549 522,549 Shares subject to convertible promissory notes 123,617 124,000 123,617 124,000 Shares subject to ESPP 6,973 13,170 5,626 11,299 Escrow Shares 81,260 81,260 81,260 81,260 Shares subject to outstanding common stock options, RSUs and PSUs 339,534 284,657 355,790 239,613 Shares subject to stockholder earn-out rights 271,454 271,454 271,454 271,454 1,345,387 1,297,090 1,360,296 1,250,175

Description of the Business a_2

Description of the Business and Business Combination - Significant Sources and Uses of Cash (Details)	Feb. 04, 2022
Convertible Senior Notes | 2021 Notes
Schedule Of Reverse Recapitalization [Line Items]
Conversion ratio	0.0164

Basis of Presentation and Sig_3

Basis of Presentation and Significant Accounting Policies - Narrative (Details) $ in Thousands		1 Months Ended	3 Months Ended	9 Months Ended	12 Months Ended
	Sep. 30, 2024 USD ($) Employee	Jan. 31, 2024 Employee	Sep. 30, 2024 USD ($) shares	Sep. 30, 2024 USD ($) Employee shares	Dec. 31, 2023 USD ($)
Property, Plant and Equipment [Line Items]
Outstanding principal amount				$ 275	$ 300
Net proceeds from ATM Offering			$ 908
Total employees declined | Employee				12
Total number of employees (Sales professionals) | Employee	119	131
Common Stock
Property, Plant and Equipment [Line Items]
Net proceeds from ATM Offering (in shares) | shares			470,000
Common Stock | A T M Offering
Property, Plant and Equipment [Line Items]
Net proceeds from ATM Offering (in shares) | shares			470,000	470,000
Net proceeds from ATM Offering			$ 908	$ 908
Maturing On January 31 2025
Property, Plant and Equipment [Line Items]
Aggregate principal amount	$ 29,425		$ 29,425	$ 29,425

Cash, Cash Equivalents, and R_3

Cash, Cash Equivalents, and Restricted Cash - Schedule of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Cash and Cash Equivalents [Abstract]
Cash and cash equivalents	$ 13,567	$ 15,293
Restricted cash - long-term portion	248	251
Cash, cash equivalents, and restricted cash	$ 13,815	$ 15,544	$ 14,718	$ 25,202

Accounts Receivable, Net - Narr

Accounts Receivable, Net - Narrative (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Receivables [Abstract]
Accounts receivable, net	$ 1,922	$ 2,635

Accounts Receivable, Net - Sche

Accounts Receivable, Net - Schedule of Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance, beginning of period	$ 324	$ 1,404	$ 1,398	$ 908
Add: provision for credit loss, net of recoveries	130	940	460	2,350
Less: write-offs	0	(944)	(1,404)	(1,858)
Balance, end of period	$ 454	$ 1,400	$ 454	$ 1,400

Prepaid Expenses and Other As_3

Prepaid Expenses and Other Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid subscriptions	$ 578	$ 568
Prepaid insurance	627	350
Other prepaid assets	52	82
Other current assets	82	74
Subtotal, current portion	1,339	1,074
Prepaid expenses, long-term portion	0	28
Total	$ 1,339	$ 1,102

Property, Equipment, and Soft_2

Property, Equipment, and Software, Net - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 5,174	$ 4,102
Less: accumulated depreciation and amortization	(2,570)	(1,548)
Property, equipment, and software, net	2,604	2,554
Furniture and equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	506	447
Capitalized internal use software
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 4,668	$ 3,655

Property, Equipment, and Soft_3

Property, Equipment, and Software, Net - Schedule Of Depreciation and Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 18	$ 21	$ 50	$ 68
Amortization of capitalized internal-use software	360	255	980	629
Total depreciation and amortization	$ 378	$ 276	$ 1,030	$ 697

Property, Equipment, and Soft_4

Property, Equipment, and Software, Net - Narrative (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Property, Plant and Equipment [Line Items]
Proceeds from sale of property and equipment	$ 2	$ 27
Gain (loss) on disposition of assets	2	(63)
Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Disposals	0	90
Proceeds from sale of property and equipment	2	27
Gain (loss) on disposition of assets	$ 2	$ (63)

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands		Sep. 30, 2024		Feb. 06, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Short-term financing		$ 288	[1]	$ 1,399	$ 0	[1]
Other employee-related liabilities		995			969
Accrued interest		387			999
Accrued bonuses		365			0
Other accrued expenses	[2]	470			535
Accrued expenses and other current liabilities		$ 2,505			$ 2,503
[1] On February 6, 2024, Leafly entered into a short-term financing arrangement to fund 75 % of its directors and officers insurance policies. The original $ 1,399 was financed plus interest at 8.97 % and is being repaid in 10 monthly installments of $ 146 which began on March 1, 2024. The lender has a security interest in the underlying insurance policy. There are no individual items within this balance that exceed 10% of the total of the table

Accrued Expenses and Other Cu_4

Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Parenthetical) (Details) - USD ($) $ in Thousands	Feb. 06, 2024	Sep. 30, 2024	[1]	Dec. 31, 2023	[1]
Payables and Accruals [Abstract]
Percentage of directors and officers insurance policies short term financing arrangement	75%
Short-term financing	$ 1,399	$ 288		$ 0
Interest rate	8.97%
Monthly installments	$ 146
Short term debt, terms	10 monthly installments
[1] On February 6, 2024, Leafly entered into a short-term financing arrangement to fund 75 % of its directors and officers insurance policies. The original $ 1,399 was financed plus interest at 8.97 % and is being repaid in 10 monthly installments of $ 146 which began on March 1, 2024. The lender has a security interest in the underlying insurance policy.

Deferred Revenue and Revenue _3

Deferred Revenue and Revenue by Type - Schedule of Deferred Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Change in Contract with Customer, Liability [Roll Forward]
Balance, beginning of period	$ 1,852	$ 2,017	$ 1,764	$ 1,958
Add: net increase in current period contract liabilities	1,562	1,991	1,743	2,083
Less: revenue recognized from beginning balance	(1,639)	(1,913)	(1,732)	(1,946)
Balance, end of period	$ 1,775	$ 2,095	$ 1,775	$ 2,095

Deferred Revenue and Revenue _4

Deferred Revenue and Revenue by Type - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
Revenue	$ 8,353	$ 10,583	$ 26,123	$ 32,507
Retail
Disaggregation of Revenue [Line Items]
Revenue	7,378	9,266	22,590	27,576
Brands
Disaggregation of Revenue [Line Items]
Revenue	975	1,317	3,533	4,931
Over Time
Disaggregation of Revenue [Line Items]
Revenue	8,070	10,195	25,005	31,147
Over Time | Retail
Disaggregation of Revenue [Line Items]
Revenue	7,378	9,266	22,590	27,576
Over Time | Brands
Disaggregation of Revenue [Line Items]
Revenue	692	929	2,415	3,571
Point in time
Disaggregation of Revenue [Line Items]
Revenue	8,353	10,583	26,123	32,507
Point in time | Brands
Disaggregation of Revenue [Line Items]
Revenue	283	388	1,118	1,360
United States
Disaggregation of Revenue [Line Items]
Revenue	8,137	10,155	25,180	31,213
All other countries
Disaggregation of Revenue [Line Items]
Revenue	$ 216	$ 428	$ 943	$ 1,294
Arizona | Revenue | Geographic concentration risk
Disaggregation of Revenue [Line Items]
Concentration risk percentage	24%	20%	24%	20%
California | Revenue | Geographic concentration risk
Disaggregation of Revenue [Line Items]
Concentration risk percentage	12%	12%	12%	12%
Oregon | Revenue | Geographic concentration risk
Disaggregation of Revenue [Line Items]
Concentration risk percentage	11%	11%	11%	11%
Advertising
Disaggregation of Revenue [Line Items]
Revenue	$ 8,218	$ 10,386	$ 25,637	$ 32,126
Other services
Disaggregation of Revenue [Line Items]
Revenue	$ 135	$ 197	$ 486	$ 381

Convertible Promissory Notes -

Convertible Promissory Notes - Narrative (Details) $ / shares in Units, $ in Thousands					1 Months Ended
	May 07, 2024 USD ($) shares	May 06, 2024 $ / shares	Dec. 19, 2023 USD ($) shares	Dec. 18, 2023 $ / shares	Jan. 31, 2022 USD ($) Days $ / shares	Sep. 30, 2024 USD ($)	Feb. 06, 2024
Debt Instrument [Line Items]
Interest rate							8.97%
2022 Notes
Debt Instrument [Line Items]
Aggregate principal amount					$ 1,000
Convertible Senior Notes | 2022 Notes
Debt Instrument [Line Items]
Aggregate principal amount					30,000
Debt issuance costs					714
Debt discount					$ 924
Interest rate					8%
Effective interest rate						9.92%
Debt conversion, converted instrument, amount	$ 275				$ 1,000
Conversion share price (in usd per share) | $ / shares					$ 250
Stock price trigger (in usd per share) | $ / shares					$ 360
Threshold trading days | Days					20
Threshold consecutive trading days | Days					30
Redemption price percentage					100%
Repurchase price percentage					100%
Conversion percentage of stock price trigger	5%		5%
Conversion price adjustment per share | $ / shares		$ 2.8405		$ 4.978
Debt conversion Description	On May 7, 2024, one holder tendered a conversion request for $275 at the Second Conversion Price Adjustment, resulting in the issuance of an aggregate of 96,813 shares of common stock and a corresponding reduction in the outstanding amount of the 2022 Notes of $275.
Conversion price received			$ 300
Conversion price adjustment	$ 275		$ 300
Net carrying amount						$ 29,228
Unamortized issuance costs						197
Conversion of stock (in shares) | shares	96,813		60,265
Reduction of outstanding amount	$ 275		$ 300
Increase to additional paid-in capital	$ 18		$ 24
Convertible Senior Notes | 2022 Notes | Level 3
Debt Instrument [Line Items]
Fair value						$ 28,900

Commitments and Contingencies -

Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Stockholders Equity	$ (14,474)	$ (14,662)	$ (14,271)	$ (13,047)	$ (11,882)	$ (11,026)	$ (14,474)	$ (13,047)	$ (12,458)	$ (6,407)
Net (loss) income	(1,139)	$ (1,275)	$ (2,387)	$ (2,210)	$ (1,436)	$ (5,397)	(4,801)	$ (9,043)
Minimum [Member]
Stockholders Equity	2,500						2,500
Net (loss) income							500
Market Value of Listed Securities	$ 35,000						$ 35,000

Stockholders' Deficit - Narrati

Stockholders' Deficit - Narrative (Details) $ / shares in Units, $ in Thousands					3 Months Ended	9 Months Ended
	Jun. 27, 2024 USD ($)	Sep. 12, 2023 shares	Aug. 01, 2022 USD ($) $ / shares shares	Feb. 04, 2022 Days $ / shares shares	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2023 USD ($) shares	Mar. 31, 2024 $ / shares	Dec. 31, 2023 $ / shares shares
Schedule Of Reverse Recapitalization [Line Items]
Common stock, authorized (in shares)					200,000,000	200,000,000			200,000,000
Common stock, par value (in usd per share) | $ / shares					$ 0.0001	$ 0.0001			$ 0.0001
Preferred stock, authorized (in shares)					5,000,000	5,000,000			5,000,000
Preferred stock, par value (in usd per share) | $ / shares					$ 0.0001	$ 0.0001			$ 0.0001
Preferred stock, issued (in shares)					0	0			0
Preferred stock, outstanding (in shares)					0	0			0
Gross proceeds from issuance of common stock | $						$ 24	$ 168
A T M Offering
Schedule Of Reverse Recapitalization [Line Items]
Stock purchase agreement, remaining amount of common stock agreed to sell | $						1,266
Stock purchase agreement, aggregate amount of common stock agreed to sell | $	$ 2,519
Sales commission percentage	3%
Maximum amount of commission | $	$ 50
Gross proceeds from issuance of common stock | $					$ 1,137	1,137
Commissions incurred relating to issuance of common stock | $					$ 34	34
Payments of stock issuance costs | $						$ 195
Common Stock
Schedule Of Reverse Recapitalization [Line Items]
Purchase of treasury stock (in shares)			154,055
Treasury stock (in usd per share) | $ / shares			$ 205.6
Purchase of treasury stock | $			$ 31,663
Common Stock | A T M Offering
Schedule Of Reverse Recapitalization [Line Items]
Number of common stock sold					470,000	470,000
Average price per share of common stock | $ / shares					$ 2.42	$ 2.42		$ 2.42
Sponsor, escrow shares
Schedule Of Reverse Recapitalization [Line Items]
Earn-out shares (in shares)				81,260	81,260	81,260	81,260
Leafly stockholders
Schedule Of Reverse Recapitalization [Line Items]
Reverse stock split on common stock shares aggragated on fractional		34,192
Number of fractional shares under conversion of stock shares		0
Earn-out shares (in shares)				271,454
Leafly stockholders | Common Stock
Schedule Of Reverse Recapitalization [Line Items]
Reverse stock split		one-for-twenty
Derivative instrument, period, one | Sponsor, escrow shares
Schedule Of Reverse Recapitalization [Line Items]
Earn-out shares, percentage of shares released from escrow				50%
Earn-out shares, earn-out period, stock price trigger (in usd per share) | $ / shares				$ 270
Earn-out shares, earn-out period				2 years
Earn-out shares, threshold trading days | Days				20
Earn-out shares, threshold consecutive trading days				30 days
Derivative instrument, period, two | Sponsor, escrow shares
Schedule Of Reverse Recapitalization [Line Items]
Earn-out shares, percentage of shares released from escrow				50%
Earn-out shares, earn-out period, stock price trigger (in usd per share) | $ / shares				$ 310
Earn-out shares, earn-out period				3 years
Earn-out shares, threshold trading days | Days				20
Earn-out shares, threshold consecutive trading days				30 days

Warrants - Narrative (Details)

Warrants - Narrative (Details)	9 Months Ended	12 Months Ended
	Sep. 30, 2024 Days $ / shares shares	Dec. 31, 2023 shares
Public Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)	7,105,772	7,105,772
Warrants, exercise price (in usd per share) | $ / shares	$ 230
Warrants, exercisable, period from completion of business combination	30 days
Warrants expiration period	5 years
Redemption price of warrants (in usd per share) | $ / shares	$ 0.2
Redemption notice period	30 days
Redemption stock price trigger (in usd per share) | $ / shares	$ 360
Redemption stock price threshold trading days | Days	20
Redemption stock price threshold consecutive trading days	30 days
Warrants, number of shares converted into by each warrant	0.05
Purchase of common stock	355,288	355,288
Private Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding (in shares)	3,345,215	3,345,215
Number of private warrants converted to public	0	77,951
Purchase of common stock	167,260	167,260

Equity Incentive and Other Pl_3

Equity Incentive and Other Plans - Narrative (Details) $ in Thousands

3 Months Ended

9 Months Ended

12 Months Ended

Sep. 30, 2024 USD ($) Plan shares

Feb. 28, 2024 shares

Jan. 30, 2024 shares

Dec. 19, 2023 shares

Nov. 30, 2023 shares

Jul. 25, 2023 shares

Mar. 14, 2023 shares

Feb. 04, 2022 USD ($) Days shares

Jun. 30, 2024 shares

Mar. 31, 2024 shares

Sep. 30, 2024 USD ($) Plan shares

Dec. 31, 2023 shares

Sep. 15, 2024 USD ($) shares

Mar. 15, 2024 USD ($) shares

Jan. 01, 2024 shares

Sep. 15, 2023 USD ($) shares

Mar. 15, 2023 USD ($) shares

Jan. 01, 2023 shares

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Number of equity plans | Plan

4

4

Options granted (in shares)

0

0

Service-based awards

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unrecognized compensation cost, recognition period

11 months 12 days

Employee stock

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Common stock reserved for issuance (in shares)

56,281

59,304

Common stock reserved for issuance remaining (in shares)

45,630

45,630

Common stock reserved for issuance, annual increase percentage

2.50%

Common stock reserved for issuance, annual increase (in shares)

56,281

2024 Awards | Restricted stock units

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Equity instruments other than options, grants in period (in shares)

24,250

187,024

2024 Awards | Restricted stock units | Board members

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vested (in shares)

22,500

2024 Awards | Restricted stock units | Vesting tranche one

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vested (in shares)

176,168

Vesting Period

1 year

Vesting percentage

25%

2024 Awards | Restricted stock units | Vesting tranche two

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vested (in shares)

10,856

Vesting Period

1 year

Vesting percentage

50%

2024 Awards | Restricted stock units | Vesting tranche three

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vesting Period

3 months

Vesting percentage

12.50%

2024 Awards | Performance shares

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vested (in shares)

6,926

2023 Awards | Restricted stock units

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Equity instruments other than options, grants in period (in shares)

31,567

Vesting Period

4 months

2023 Awards | Restricted stock units | Non-employee Board members

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Equity instruments other than options, grants in period (in shares)

1,800

32,724

Vesting date

Aug. 20, 2023

2023 Awards | Restricted stock units | Senior management

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Equity instruments other than options, grants in period (in shares)

23,634

2023 Awards | Restricted stock units | Employee

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Equity instruments other than options, grants in period (in shares)

125,559

2023 Awards | Restricted stock units | Vesting tranche one | Employee

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Equity instruments other than options, grants in period (in shares)

19,440

2023 Awards | Restricted stock units | Vesting tranche two | Employee

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Equity instruments other than options, grants in period (in shares)

7,900

2023 Awards | Performance shares

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vested (in shares)

30,560

2023 Awards | Performance shares | Senior management

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Equity instruments other than options, grants in period (in shares)

23,634

2021 Plan

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Common stock reserved for issuance (in shares)

225,125

Common stock reserved for issuance, annual increase percentage

10%

Common stock reserved for issuance, annual increase (in shares)

225,125

Unrecognized compensation cost, recognition period

1 year 3 days

Options outstanding (in shares)

24

4,976

4,976

24

4,976

2021 Plan | Stock option

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Options granted (in shares)

0

0

Common stock reserved for issuance (in shares)

225,144

Common stock reserved for issuance remaining (in shares)

36,289

36,289

Total unrecognized compensation cost | $

$ 0

$ 0

2021 Plan | Restricted stock units

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Total unrecognized compensation cost | $

821

821

2021 Plan | Performance shares

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unrecognized compensation cost | $

$ 4

$ 4

2018 Plan

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Options outstanding (in shares)

114,962

114,981

116,250

114,962

116,451

2018 Plan | Stock option

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Options granted (in shares)

0

0

2018 Plan | Service-based awards

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Total unrecognized compensation cost | $

$ 124

$ 124

Options outstanding (in shares)

62,159

62,159

63,648

2018 Plan | Market-based awards

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Options outstanding (in shares)

52,803

52,803

52,803

Market capitalization target | $

$ 1,000,000

Market capitalization target, threshold days | Days

20

Market capitalization target, threshold consecutive days

30 days

Earn-Out Plan

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Common stock reserved for issuance (in shares)

28,546

Earn-Out Plan | Restricted stock units

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Equity instruments other than options, grants in period (in shares)

0

ESPP

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Number of shares purchased

5,231

8,443

5,701

14,441

Total amount of shares purchased | $

$ 8

$ 16

$ 48

$ 120

Equity Incentive and Other Pl_4

Equity Incentive and Other Plans - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands					3 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024
2021 Plan
Number of Shares
Outstanding (in shares)					4,976	4,976	4,976
Forfeited or expired (in shares)					(4,952)
Outstanding (in shares)	24	4,976	4,976	4,976	24	4,976	4,976
Vested and exercisable (in shares)	17				17
Weighted Average Exercise Price
Outstanding (in usd per share)					$ 39.6	$ 39.6	$ 39.6
Forfeited or expired (in usd per share)					39.6
Outstanding (in usd per share)	$ 39.6	$ 39.6	$ 39.6	$ 39.6	39.6	$ 39.6	$ 39.6
Vested and exercisable (in usd per share)	$ 39.6				$ 39.6
Aggregate Intrinsic Value
Outstanding	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0
Vested and exercisable	$ 0				$ 0
Weighted Average Remaining Contractual Term (in years)
Outstanding	7 years 10 months 17 days	8 years 1 month 20 days	8 years 4 months 20 days	8 years 7 months 20 days
Vested and exercisable	7 years 10 months 17 days
2018 Plan
Number of Shares
Outstanding (in shares)					114,981	116,250	116,451
Forfeited or expired (in shares)					(19)	(1,269)	(201)
Outstanding (in shares)	114,962	114,981	116,250	116,451	114,962	114,981	116,250
Vested and exercisable (in shares)	72,488				72,488
Weighted Average Exercise Price
Outstanding (in usd per share)					$ 33.96	$ 34.06	$ 34.24
Forfeited or expired (in usd per share)					22	36.94	135.21
Outstanding (in usd per share)	$ 33.96	$ 33.96	$ 34.06	$ 34.24	33.96	$ 33.96	$ 34.06
Vested and exercisable (in usd per share)	$ 28.61				$ 28.61
Aggregate Intrinsic Value
Outstanding	$ 0	$ 0	$ 0	$ 3	$ 0	$ 0	$ 0
Vested and exercisable	$ 0				$ 0
Weighted Average Remaining Contractual Term (in years)
Outstanding	3 years 10 months 17 days	4 years 1 month 17 days	4 years 4 months 6 days	4 years 7 months 24 days
Vested and exercisable	5 years 2 months 12 days

Equity Incentive and Other Pl_5

Equity Incentive and Other Plans - Restricted Stock Unit (Details) - 2021 Plan - Restricted stock units and performance stock units - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2024
Number of Shares
Beginning balance (in shares)	275,111	326,137	209,946	209,946
Granted (in shares)		24,250	187,024
Vested (in shares)	(74,164)	(73,677)	(63,019)
Forfeited (in shares)	(7,945)	(1,599)	(7,814)
Ending balance (in shares)	193,002	275,111	326,137	193,002
Weighted Average Grant Date Fair Value
Beginning balance (in usd per share)	$ 5.69	$ 5.77	$ 8.74	$ 8.74
Granted (in usd per share)		1.5	3.21
Vested (in usd per share)	5.02	4.93	7.6
Forfeited (in usd per share)	5.71	4.18	8.63
Ending balance (in usd per share)	$ 5.86	$ 5.69	$ 5.77	$ 5.86
Granted, fair value		$ 36	$ 600
Vested, fair value	$ 169	$ 161	$ 291

Equity Incentive and Other Pl_6

Equity Incentive and Other Plans - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 424	$ 997	$ 1,629	$ 2,235
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	50	94	179	230
Product development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	117	141	351	347
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 257	$ 762	$ 1,099	$ 1,658

Equity Incentive and Other Pl_7

Equity Incentive and Other Plans - Schedule of Stock-Based Compensation Expense Related to ESPP (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
ESPP expense (included in stock-based compensation)	$ 424	$ 997	$ 1,629	$ 2,235
ESPP
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
ESPP expense (included in stock-based compensation)	$ 3	$ 11	$ 17	$ 78

Equity Incentive and Other Pl_8

Equity Incentive and Other Plans - Summary of Defined Contribution Retirement (401k) Plan (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
401(k) matching contributions	$ 131	$ 134	$ 410	$ 520

Related Party Transactions - Na

Related Party Transactions - Narrative (Details) - Board Of Directors - USD ($) $ in Thousands		12 Months Ended
	Sep. 01, 2023	Dec. 31, 2023	Sep. 30, 2024	Dec. 31, 2022
Related Party Transaction [Line Items]
Administrative fees expense	$ 30
Remaining in Accrued Expenses and Other Current Liabilities | Consulting agreement with Peter Lee
Related Party Transaction [Line Items]
Due to related parties			$ 90
Related Party [Member]
Related Party Transaction [Line Items]
Administrative fees expense		$ 120
Related Party [Member] | Remaining in Accrued Expenses and Other Current Liabilities
Related Party Transaction [Line Items]
Due to related parties			$ 0	$ 10

Segment Reporting (Details)

Segment Reporting (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Segment Reporting Information [Line Items]
Revenue	$ 8,353	$ 10,583	$ 26,123	$ 32,507
Cost of sales	904	1,163	2,839	3,747
Total gross profit	7,449	9,420	23,284	28,760
Retail
Segment Reporting Information [Line Items]
Revenue	7,378	9,266	22,590	27,576
Cost of sales	793	990	2,437	3,161
Total gross profit	6,585	8,276	20,153	24,415
Retail | Merchant Processing Fees
Segment Reporting Information [Line Items]
Cost of sales	176	209	526	619
Retail | Business Platform
Segment Reporting Information [Line Items]
Cost of sales	155	267	523	961
Retail | Website Infrastructure
Segment Reporting Information [Line Items]
Cost of sales	195	239	591	719
Retail | Labor Allocation
Segment Reporting Information [Line Items]
Cost of sales	267	275	797	862
Brands
Segment Reporting Information [Line Items]
Revenue	975	1,317	3,533	4,931
Cost of sales	111	173	402	586
Total gross profit	864	1,144	3,131	4,345
Brands | Merchant Processing Fees
Segment Reporting Information [Line Items]
Cost of sales	23	43	83	128
Brands | Website Infrastructure
Segment Reporting Information [Line Items]
Cost of sales	26	50	92	142
Brands | Labor Allocation
Segment Reporting Information [Line Items]
Cost of sales	35	57	125	170
Brands | Other Brand
Segment Reporting Information [Line Items]
Cost of sales	$ 27	$ 23	$ 102	$ 146

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Operating Loss Carryforwards [Line Items]
Unrecognized tax benefits	$ 0		$ 0		$ 0
Unrecognized tax benefits, accrued interest and penalties	$ 0		$ 0		0
Effective tax rate	0%	0%	0%	0%
Cumulative ownership change	50%		50%
U.S. federal statutory rate			21%
Federal
Operating Loss Carryforwards [Line Items]
Net operating loss carryforward					81,324,000
State
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards expire year begins			2039
Net operating loss carryforward					60,498,000
Foreign
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards expire year begins			2037
Net operating loss carryforward					$ 5,327,000

Net Loss Per Share - Narrative

Net Loss Per Share - Narrative (Details) - shares	Sep. 30, 2024	Sep. 30, 2023	Feb. 04, 2022
Sponsor, escrow shares
Schedule Of Reverse Recapitalization [Line Items]
Earn-out shares (in shares)	81,260	81,260	81,260

Net Loss Per Share - Computatio

Net Loss Per Share - Computation (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Total undistributed loss	$ (1,139)	$ (2,210)	$ (4,801)	$ (9,043)
Common stock and common stock equivalents (in shares)	2,502,109	2,010,644	2,342,282	1,974,057
Basic net loss per share	$ (0.46)	$ (1.1)	$ (2.05)	$ (4.58)
Diluted net loss per share	$ (0.46)	$ (1.1)	$ (2.05)	$ (4.58)

Net Loss Per Share - Antidiluti

Net Loss Per Share - Antidilutive Shares (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares	1,345,387	1,297,090	1,360,296	1,250,175
Shares subject to warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares	522,549	522,549	522,549	522,549
Shares subject to convertible promissory notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares	123,617	124,000	123,617	124,000
ESPP
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares	6,973	13,170	5,626	11,299
Escrow Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares	81,260	81,260	81,260	81,260
Shares subject to outstanding common stock options, RSUs and PSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares	339,534	284,657	355,790	239,613
Shares subject to stockholder earn-out rights
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares	271,454	271,454	271,454	271,454

Subsequent Event - Narrative (D

Subsequent Event - Narrative (Details)	Oct. 04, 2024
Subsequent Event Member
Subsequent Event [Line Items]
Plan Denial and Delisiting Determination Letter Received Date	Oct. 04, 2024