Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | May 07, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q/A | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-39326 | |
Entity Registrant Name | OPEN LENDING CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 84-5031428 | |
Entity Address, Address Line One | 1501 S. MoPac Expressway | |
Entity Address, Address Line Two | Suite 450 | |
Entity Address, City or Town | Austin | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78746 | |
City Area Code | 512 | |
Local Phone Number | 892-0400 | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Trading Symbol | LPRO | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 119,165,108 | |
Amendment Flag | true | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001806201 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Description | EXPLANATORY NOTEOpen Lending Corporation (the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (this “Amendment”) to its Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, originally filed with the Securities and Exchange Commission on May 8, 2024 (the “Original Filing”), solely for the purpose of filing the correct certifications of the registrant’s principal executive, financial, and accounting officer contained in Exhibits 31.1 and 32.1. The Original Filing inadvertently included Exhibits 31.1 and 32.1 from the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 as Exhibits 31.1 and 32.1, respectively.Except as expressly set forth above, this Amendment does not modify or update disclosure in, or exhibits to, the Original Filing. Information not affected by this Amendment remains unchanged and reflects the disclosures made at the time the Original Filing was filed. |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets | ||
Cash and cash equivalents | $ 246,972 | $ 240,206 |
Restricted cash | 8,103 | 6,463 |
Accounts receivable, net | 5,751 | 4,616 |
Current contract assets, net | 21,346 | 28,704 |
Income tax receivable | 5,631 | 7,035 |
Other current assets | 2,665 | 2,852 |
Total current assets | 290,468 | 289,876 |
Fixed assets, net | 4,131 | 3,913 |
Operating lease right-of-use asset, net | 3,828 | 3,990 |
Contract assets | 10,582 | 610 |
Deferred tax asset, net | 67,959 | 70,113 |
Other assets | 3,630 | 5,535 |
Total assets | 380,598 | 374,037 |
Current liabilities | ||
Accounts payable | 440 | 375 |
Accrued expenses | 7,895 | 8,131 |
Current portion of debt | 4,688 | 4,688 |
Third-party claims administration liability | 8,126 | 6,464 |
Other current liabilities | 956 | 932 |
Total current liabilities | 22,105 | 20,590 |
Long-term debt, net of deferred financing costs | 138,510 | 139,357 |
Operating lease liabilities | 3,279 | 3,450 |
Other liabilities | 5,166 | 5,060 |
Total liabilities | 169,060 | 168,457 |
Stockholders’ equity | ||
Preferred stock, $0.01 par value; $10,000,000 shares authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.01 par value; 550,000,000 shares authorized, 128,198,185 shares issued and 119,151,161 shares outstanding as of March 31, 2024 and 128,198,185 shares issued and 118,819,795 shares outstanding as of December 31, 2023 | 1,282 | 1,282 |
Additional paid-in capital | 498,617 | 502,032 |
Accumulated deficit | (188,662) | (193,749) |
Treasury stock at cost, 9,047,024 shares at March 31, 2024 and 9,378,390 at December 31, 2023 | (99,699) | (103,985) |
Total stockholders’ equity | 211,538 | 205,580 |
Total liabilities and stockholders’ equity | $ 380,598 | $ 374,037 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Stockholders’ equity | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 550,000,000 | 550,000,000 |
Common stock, shares issued (in shares) | 128,198,185 | 128,198,185 |
Common stock, shares outstanding (in shares) | 119,151,161 | 118,819,795 |
Treasury stock (in shares) | 9,047,024 | 9,378,390 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue | ||
Total revenue | $ 30,745 | $ 38,361 |
Cost of services | 5,750 | 5,431 |
Gross profit | 24,995 | 32,930 |
Operating expenses | ||
General and administrative | 11,979 | 10,195 |
Selling and marketing | 4,214 | 4,409 |
Research and development | 1,479 | 1,230 |
Total operating expenses | 17,672 | 15,834 |
Operating income | 7,323 | 17,096 |
Interest expense | (2,770) | (2,387) |
Interest income | 2,971 | 2,064 |
Income before income taxes | 7,524 | 16,773 |
Income tax expense | 2,437 | 4,235 |
Net income | $ 5,087 | $ 12,538 |
Net income per common share | ||
Basic (in dollars per share) | $ 0.04 | $ 0.10 |
Diluted (in dollars per share) | $ 0.04 | $ 0.10 |
Weighted average common shares outstanding | ||
Basic (in shares) | 118,926,170 | 123,122,014 |
Diluted (in shares) | 119,416,384 | 123,424,322 |
Program fees | ||
Revenue | ||
Total revenue | $ 14,309 | $ 17,301 |
Profit share | ||
Revenue | ||
Total revenue | 13,882 | 18,602 |
Claims administration and other service fees | ||
Revenue | ||
Total revenue | $ 2,554 | $ 2,458 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Treasury Stock |
Beginning balance (in shares) at Dec. 31, 2022 | 128,198,185 | ||||
Beginning balance at Dec. 31, 2022 | $ 212,824 | $ 1,282 | $ 499,625 | $ (215,819) | $ (72,264) |
Treasury stock, beginning balance (in shares) at Dec. 31, 2022 | (4,552,126) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | 1,844 | 1,844 | |||
Restricted stock units issued, net of shares withheld for taxes | (129) | (939) | $ 810 | ||
Restricted stock units issued, net of shares withheld for taxes (in shares) | 41,148 | ||||
Shares repurchased, including excise tax (in shares) | (3,095,334) | ||||
Shares repurchased, including excise tax | (21,528) | $ (21,528) | |||
Net income | 12,538 | 12,538 | |||
Ending balance (in shares) at Mar. 31, 2023 | 128,198,185 | ||||
Ending balance at Mar. 31, 2023 | $ 205,549 | $ 1,282 | 500,530 | (203,281) | $ (92,982) |
Treasury stock, ending balance (in shares) at Mar. 31, 2023 | (7,606,312) | ||||
Beginning balance (in shares) at Dec. 31, 2023 | 128,198,185 | 128,198,185 | |||
Beginning balance at Dec. 31, 2023 | $ 205,580 | $ 1,282 | 502,032 | (193,749) | $ (103,985) |
Treasury stock, beginning balance (in shares) at Dec. 31, 2023 | (9,378,390) | (9,378,390) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation | $ 1,892 | 1,892 | |||
Restricted stock units issued, net of shares withheld for taxes | (1,021) | (5,307) | $ 4,286 | ||
Restricted stock units issued, net of shares withheld for taxes (in shares) | 331,366 | ||||
Net income | $ 5,087 | 5,087 | |||
Ending balance (in shares) at Mar. 31, 2024 | 128,198,185 | 128,198,185 | |||
Ending balance at Mar. 31, 2024 | $ 211,538 | $ 1,282 | $ 498,617 | $ (188,662) | $ (99,699) |
Treasury stock, ending balance (in shares) at Mar. 31, 2024 | (9,047,024) | (9,047,024) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities | ||
Net income | $ 5,087 | $ 12,538 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Share-based compensation | 1,854 | 1,844 |
Depreciation and amortization of fixed assets | 372 | 244 |
Amortization of debt issuance costs | 107 | 101 |
Non-cash operating lease cost | 162 | 151 |
Deferred income taxes | 2,154 | 1,221 |
Other | 41 | 0 |
Changes in assets & liabilities: | ||
Accounts receivable, net | (1,135) | (899) |
Contract assets, net | (2,614) | 9,488 |
Other current and non-current assets | 188 | 515 |
Accounts payable | 66 | 454 |
Accrued expenses | (189) | (19) |
Income tax receivable, net | 3,358 | 2,817 |
Operating lease liabilities | (152) | (135) |
Third-party claims administration liability | 1,662 | 658 |
Other current and non-current liabilities | 45 | 530 |
Net cash provided by operating activities | 11,006 | 29,508 |
Cash flows from investing activities | ||
Purchase of property and equipment | 0 | (36) |
Capitalized software development costs | (642) | (299) |
Net cash used in investing activities | (642) | (335) |
Cash flows from financing activities | ||
Payments on term loans | (938) | (938) |
Shares repurchased | 0 | (21,323) |
Shares withheld for taxes related to restricted stock units | (1,021) | (129) |
Net cash used in financing activities | (1,959) | (22,390) |
Net change in cash and cash equivalents and restricted cash | 8,405 | 6,783 |
Cash and cash equivalents and restricted cash at the beginning of the period | 246,669 | 208,519 |
Cash and cash equivalents and restricted cash at the end of the period | 255,074 | 215,302 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 3,541 | 2,537 |
Income tax paid (refunded), net | (3,075) | 197 |
Non-cash investing and financing: | ||
Share-based compensation for capitalized software development | 38 | 11 |
Capitalized software development costs accrued but not paid | $ 66 | $ 20 |
Description of Business, Backgr
Description of Business, Background and Nature of Operations | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Description of Business, Background and Nature of Operations | Description of Business, Background and Nature of Operations Open Lending Corporation (either individually or together with its subsidiaries, as the context requires, the “Company”), headquartered in Austin, Texas, provides loan analytics, risk-based loan pricing, risk modeling and automated decision technology for automotive lenders throughout the United States of America (the “U.S.”), which enables each lending institution to book near-prime and non-prime automotive loans, coupled with real-time underwriting of loan default insurance, out of their existing business flow. The Company also operates as a third-party administrator that adjudicates insurance claims and premium adjustments on automotive loans. The Company’s flagship product, Lenders Protection™ platform (“LPP”), is a cloud-based automotive lending enablement platform. LPP supports loans made to near-prime and non-prime borrowers and is designed to underwrite default insurance by linking automotive lenders to insurance companies. The platform uses risk-based pricing models that enable automotive lenders to assess the credit risk of a potential borrower using data driven analysis. The Company’s proprietary risk models project loan performance, including expected losses and prepayments in arriving at the optimal contract interest rate. LPP generates a risk-based, all-inclusive interest rate for a loan that is customized to each automotive lender, reflecting cost of capital, loan servicing and acquisition costs, expected recovery rates and target return on assets. Unless the context otherwise requires, “we,” “us,” “our,” “Open Lending,” and the “Company” refers to Open Lending Corporation, the combined company and its subsidiaries. The Company has evaluated how it is organized and managed and has identified one operating segment. All of the Company’s operations and assets are in the U.S., and all of its revenues are attributable to U.S. customers. |
Summary of Significant Accounti
Summary of Significant Accounting and Reporting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting and Reporting Policies | Summary of Significant Accounting and Reporting Policies The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and include the accounts of Open Lending and all its subsidiaries that are directly or indirectly owned or controlled by the Company. All intercompany transactions and balances have been eliminated upon consolidation. Certain prior year amounts have been reclassified to conform to the Company’s current presentation. Such reclassifications had no effect on the Company’s previously reported net income, earnings per share, cash flows or accumulated deficit. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted from these unaudited condensed consolidated financial statements, as permitted by Securities and Exchange Commission (“SEC”) rules and regulations. The Company believes the disclosures made in these unaudited condensed consolidated financial statements are adequate to make the information herein not misleading. The Company recommends that these unaudited condensed consolidated financial statements be read in conjunction with its audited consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “Annual Report”). The interim data includes all adjustments that are of a normal recurring nature, in the opinion of the Company’s management, necessary for a fair statement of the results for the interim periods presented. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the Company’s operating results for the entire fiscal year ending December 31, 2024. (a) Concentrations of revenue and credit risks The Company’s largest insurance carrier partners accounted for 39% and 10% of the Company’s total revenue during the three months ended March 31, 2024. The Company’s largest insurance carrier partners accounted for 33% and 12% of the Company's total revenue during the three months ended March 31, 2023. Financial instruments that potentially subject the Company to credit risk consist of cash and cash equivalents, restricted cash, accounts receivable and contract assets to the extent of the amounts recorded on the balance sheets. Cash and cash equivalents are deposited in commercial analysis accounts, money market funds and U.S. Treasury securities at financial institutions with high credit standing. Restricted cash relates to funds held by the Company on behalf of the insurance carriers, designated for the use of insurance claim payments. Restricted cash is deposited in commercial analysis accounts at one financial institution. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurance limits of $250,000 per institution. The Company has not experienced any losses on its deposits of cash and cash equivalents and management believes the Company is not exposed to significant risks on such accounts. The Company’s accounts receivable and contract assets are derived from revenue earned from customers. The Company maintains an allowance for expected credit losses, which represents an estimate based primarily on market implied lifetime probabilities of default and loss severities for assets with similar risk characteristics. As these inputs are derived from market observations, they inherently include forward-looking expectations about macro-economic conditions. The allowance is evaluated quarterly by the Company for adequacy by taking into consideration factors such as reasonableness of the market implied loss statistics, historical lifetime loss data and credit quality of the customer base. Provisions for the allowance for expected credit losses attributable to bad debt are recorded as general and administrative expenses. Account balances deemed uncollectible are written off, net of actual recoveries. If circumstances related to specific customers change, the Company’s estimate of the recoverability of its contract asset could be further adjusted. The Company does not have any material accounts receivable or contract assets receivable balances that are past due and has not written off any balances in its portfolio for the periods presented. The allowance for expected credit losses on accounts receivable and contract assets receivable, in the aggregate, was less than $0.1 million at March 31, 2024 and December 31, 2023. At March 31, 2024 and December 31, 2023, the Company had one customer that represented at least 10% of the Company’s accounts receivable, net. (b) Use of estimates and judgments The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates, and those differences may be material. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognized prospectively. The most significant items subject to such estimates and assumptions include, but are not limited to, profit share revenue recognition and the corresponding impact on contract assets and assessing the realizability of deferred tax assets. The Company bases its estimates on historical trends and relevant assumptions that it believes to be reasonable under the circumstances. Accordingly, actual results could be materially different from those estimates. In connection with profit share revenue recognition and the estimation of contract assets, the Company uses a forecast model to estimate variable consideration based on undiscounted expected future profit share to be received from the insurance carriers. The forecast model projects loan-level earned premiums and insurance claim payments driven by projections of prepayment rate, loan default rate and severity of loss. These assumptions are derived from an analysis of the historical performance of the active loan portfolio, prevailing default and prepayment trends, and macroeconomic projections. Estimates of variable consideration generated by the forecast model are constrained to the extent that it is probable that a significant reversal of revenue will not occur in future periods. The Company continually assesses the default and prepayment assumptions of the forecast model against reported performance and lender delinquency data. The forecast model is updated to align the default and prepayment rate projections with actual experience. (c) Recently issued but not yet adopted accounting pronouncements In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which improves the disclosures about a public entity's reportable segments through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and should be applied retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which enhances the transparency and decision usefulness of income tax disclosures. The ASU requires additional disclosure related to rate reconciliation, income taxes paid, and other disclosures to improve the effectiveness of income tax disclosures. The ASU is effective for annual periods beginning after December 15, 2024, and applied on a prospective basis. Early adoption and retrospective application is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures. Although there may be new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or may adopt, as applicable, the Company believes none of these accounting pronouncements has materially impacted or will materially impact the Company’s consolidated financial position or results of operations. |
Contract Assets
Contract Assets | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Contract Assets | Contract Assets Changes in the Company’s contract assets primarily result from the timing difference between the satisfaction of its performance obligation and the customer’s payment. The Company fulfills its obligation under a contract with a customer by transferring services in exchange for consideration from the customer. The Company recognizes contract assets when it transfers services to a customer, recognizes revenue for amounts not yet billed and the right to consideration is conditional on something other than the passage of time. Accounts receivable are recorded when the customer has been billed or the right to consideration is unconditional. For performance obligations satisfied in previous periods, the Company evaluates and updates its profit share revenue forecast on a quarterly basis and adjusts contract assets accordingly. During the three months ended March 31, 2024 and 2023, contract asset adjustments attributable to profit share revenue forecast adjustments resulted in a decrease of $1.1 million and an increase of $0.7 million, respectively. Contract assets balances for the periods indicated below were as follows: Contract Assets Profit Program Claims Administration and Other Service Fees Total (in thousands) Ending balance as of December 31, 2023 $ 22,855 $ 4,738 $ 1,721 $ 29,314 Increase of contract assets due to new business generation 15,030 14,350 2,554 31,934 Adjustment of contract assets due to estimation of revenue from performance obligations satisfied in previous periods (1,148) — — (1,148) Receivables transferred from contract assets upon billing the lending institutions — (15,087) — (15,087) Payments received from insurance carriers (11,200) — (1,905) (13,105) Provision for expected credit losses 14 5 1 20 Ending balance as of March 31, 2024 $ 25,551 $ 4,006 $ 2,371 $ 31,928 As of March 31, 2024 and December 31, 2023, the Company’s contract assets consisted of $21.3 million and $28.7 million, respectively, as the portion estimated to be received within one year and $10.6 million and $0.6 million, respectively, as the non-current portion to be received beyond one year. Contract Costs The fulfillment costs associated with the Company’s contracts with customers do not meet the criteria for capitalization and therefore are expensed as incurred. |
Long-term Debt
Long-term Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt The following table provides a summary of the Company’s debt as of the periods indicated: March 31, 2024 December 31, 2023 (in thousands) Term Loan due 2027 $ 144,376 $ 145,313 Revolving Credit Facility — — Less: Unamortized deferred financing costs (1,178) (1,268) Total debt 143,198 144,045 Less: current portion of debt (4,688) (4,688) Total long-term debt, net of deferred financing costs $ 138,510 $ 139,357 Credit Agreement—Term Loan due 2027 and Revolving Credit Facility On September 9, 2022, the Company entered into a First Amendment to its existing Credit Agreement (the “First Amendment”) with Wells Fargo Bank, N.A., as the administrative agent, and the financial institutions party thereto, as the lenders. The First Amendment provided the Company senior secured credit facilities in an aggregate principal amount of $300 million, which (i) established a term loan due 2027 with a principal amount of $150 million (the “Term Loan due 2027”), and (ii) increased the borrowing capacity on the existing revolving credit facility to $150 million (the “Revolving Credit Facility”), both scheduled to mature on September 9, 2027 (collectively, the “Credit Agreement”). The Company used proceeds from the Term Loan due 2027 to pay off all outstanding amounts under its prior credit agreement and pay transaction costs related to the First Amendment. The remaining proceeds were used for working capital and other general corporate purposes. The transaction was treated as a debt modification under ASC Topic 470-50, Debt — Modifications and Extinguishments . The obligations of the Company under the Credit Agreement are guaranteed by all of the Company’s U.S. subsidiaries and are secured by substantially all of the assets of the Company and its U.S. subsidiaries, subject to customary exceptions. Borrowings under the Credit Agreement bear interest at a rate equal to either (i) an Alternate Base rate (“ABR”) or (ii) the term Secured Overnight Financing Rate (“SOFR”) plus 0.10% (“Adjusted SOFR”) plus a spread that is based upon the Company’s total net leverage ratio. The spread ranges from 0.625% to 1.375% per annum for ABR loans and 1.625% to 2.375% per annum for Adjusted SOFR loans. With respect to the ABR loans, interest will be payable at the end of each calendar quarter. With respect to the Adjusted SOFR loans, interest will be payable at the end of the selected interest period (at least quarterly). Additionally, there is an unused commitment fee payable at the end of each quarter at a rate per annum ranging from 0.15% to 0.225% based on the average daily unused portion of the Revolving Credit Facility and other customary letter of credit fees. Pursuant to the Credit Agreement, the interest rate spread and commitment fees increase or decrease in increments as the Company’s Funded Secured Debt/EBITDA ratio increases or decreases. As of March 31, 2024, the Credit Agreement was subject to an Adjusted SOFR rate of 5.426% plus a spread of 1.625% per annum. Commitment fees were accrued at 0.15% under the Revolving Credit Facility’s unused commitment balance of $150 million as of March 31, 2024. As of March 31, 2024, the effective interest rate on the Company’s outstanding borrowings was 7.296%. In connection with the Credit Agreement, the Company incurred aggregate deferred financing costs of $2.6 million, of which (i) $2.1 million was allocated to the related term loans and capitalized as a contra-liability against the principal balance of the term loans, and (ii) $0.5 million was allocated to the Revolving Credit Facility and included within Other assets on the unaudited Condensed Consolidated Balance Sheets. These deferred financing costs are amortized as interest expense using the effective interest method over the term of the Credit Agreement. Unamortized deferred financing costs related to the Term Loan due 2027 and the Revolving Credit Facility were $1.2 million and $0.2 million, respectively, as of March 31, 2024. The Credit Agreement contains a maximum total net leverage ratio financial covenant and a minimum fixed charge coverage ratio financial covenant, which are tested quarterly. The maximum total net leverage ratio is 3.5:1 for any fiscal quarter ending on or prior to June 30, 2024 and then decreases to 3.0:1 for any fiscal quarter ending after June 30, 2024. The minimum fixed charge coverage ratio is 1.25:1. As of March 31, 2024, the Company was in compliance with all required covenants under the Credit Agreement. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes During the three months ended March 31, 2024 and 2023, the Company recognized income tax expense of $2.4 million and $4.2 million, respectively, resulting in effective tax rates of 32.4% and 25.2%, respectively. The Company’s income tax expense for the three months ended March 31, 2024 and 2023 differs from amounts computed by applying the U.S. federal statutory tax rate of 21% primarily due to state income tax expenses, and the officer’s compensation limitation under Section 162(m). The increase in effective tax rates for the three months ended March 31, 2024 compared to the same period in 2023 is primarily due to decreased income before income taxes. As of March 31, 2024, the Company has assessed whether it is more likely than not that the Company’s deferred tax assets will be realized. In making this determination, the Company considers all available positive and negative evidence and makes certain assumptions. The Company considers, among other things, the reversal of its deferred tax liabilities, the overall business environment, its historical earnings and losses, current industry trends and its outlook for future years. The Company believes it is more-likely-than-not all deferred tax assets will be realized and has not recorded any valuation allowance as of March 31, 2024. As of March 31, 2024, the Company has a receivable of $3.2 million related to state income tax refund claims filed for prior tax years. The liability for unrecognized tax benefits includes $4.0 million of tax expense associated with these refund claims and tax uncertainties in various state jurisdictions due to the complexity of applying evolving state tax laws and uncertainties with respect to sustaining the Company’s refund claims. The Company believes it is not reasonably possible that the unrecognized tax benefits will significantly change during the next twelve months. |
Net Income per Share
Net Income per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net Income per Share | Net Income per Share Basic net income per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted net income per share is computed based on the weighted average number of common shares outstanding plus the effect of potentially dilutive common shares outstanding during the period using the applicable methods. The potentially dilutive common shares during the three months ended March 31, 2024 and 2023 include unvested and unexercised stock options, unvested time-based restricted stock units and unvested performance-based restricted stock units whose performance conditions have been satisfied. The potentially dilutive common shares during the same periods did not include performance-based restricted stock units if the performance conditions of these awards have not been satisfied. The potentially dilutive common shares are included in the calculation of diluted net income per share only when their effect is dilutive. The following table sets forth the computation of basic and diluted net income per share attributable to common stockholders for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 (in thousands, except shares and per share data) Basic net income per share: Numerator Net income attributable to common stockholders $ 5,087 $ 12,538 Denominator Weighted average common shares outstanding 118,926,170 123,122,014 Basic net income per share attributable to common stockholders $ 0.04 $ 0.10 Diluted net income per share: Numerator Net income attributable to common stockholders $ 5,087 $ 12,538 Denominator Basic weighted average common shares outstanding 118,926,170 123,122,014 Dilutive effect of time-based restricted stock units outstanding 490,214 302,308 Diluted weighted average common shares outstanding 119,416,384 123,424,322 Diluted net income per share attributable to common stockholders $ 0.04 $ 0.10 The following potentially dilutive outstanding securities as of March 31, 2024 and 2023 were excluded from the computation of diluted net income per share because their effect would have been anti-dilutive for the periods presented, or issuance of such shares is contingent upon the satisfaction of certain conditions that were not satisfied by the end of the periods: Three Months Ended March 31, 2024 2023 Unvested and unexercised stock options 133,219 155,897 Unvested time-based restricted stock units 200,662 362,751 Unvested performance-based restricted stock units 149,393 159,965 Total 483,274 678,613 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is the exchange price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants. In arriving at a fair value measurement, the Company uses a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable. The three levels of inputs used to establish fair value are the following: • Level 1 — Quoted prices in active markets for identical assets or liabilities; • Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. In situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company’s own judgments about the assumptions that market participants would use in pricing the asset or liability. Those judgments are developed by the Company based on the best information available in the circumstances, including expected cash flows and appropriately risk-adjusted discount rates, available observable and unobservable inputs. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Certain assets are measured at fair value on a nonrecurring basis. These assets, including property and equipment and operating lease right-of-use asset, are subject to fair value adjustments whenever events or circumstances indicate the carrying value of the assets may not be recoverable and are subsequently written down to fair value when impaired. During the three months ended March 31, 2024 and 2023, the Company had no impairment charges related to its property and equipment or operating lease right-of-use asset. Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company’s financial assets measured at fair value on a recurring basis were as follows: Total Fair value measurement as of March 31, 2024 Level 1 Level 2 Level 3 (in thousands) Cash equivalents: Money market funds $ 15,446 $ 15,446 $ — $ — U.S. Treasury securities 199,094 199,094 — — Total $ 214,540 $ 214,540 $ — $ — Total Fair value measurement as of December 31, 2023 Level 1 Level 2 Level 3 (in thousands) Cash equivalents: Money market funds $ 12,671 $ 12,671 $ — $ — U.S. Treasury securities 199,121 199,121 — — Total $ 211,792 $ 211,792 $ — $ — The amounts reported in the unaudited Condensed Consolidated Balance Sheets as current assets or current liabilities, including Cash , Restricted cash , Accounts receivable, net , Current contract assets, net , Other current assets , Accounts payable and Accrued expenses , each approximate their fair value due to the short-term maturities of the instruments. Financial Instruments Not Carried at Fair Value The following table provides the fair value of financial assets that are not measured at fair value: March 31, 2024 December 31, 2023 (in thousands) Carrying value Fair value Carrying value Fair value Liabilities: Debt $ 143,198 $ 143,198 $ 144,045 $ 144,045 Total $ 143,198 $ 143,198 $ 144,045 $ 144,045 The carrying amount of the Company’s debt approximates its fair value due to its variable interest rate. The fair value was determined using the Adjusted SOFR as of March 31, 2024 and December 31, 2023 plus an applicable spread, a Level 2 classification in the fair value hierarchy. The Company’s accounting policy is to recognize transfers between levels of the fair value hierarchy on the date of the event or change in circumstances that caused the transfer. There were no transfers into or out of any level for the periods ended March 31, 2024 and December 31, 2023. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net income | $ 5,087 | $ 12,538 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 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 |
Summary of Significant Accoun_2
Summary of Significant Accounting and Reporting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of presentation | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and include the accounts of Open Lending and all its subsidiaries that are directly or indirectly owned or controlled by the Company. |
Consolidation | All intercompany transactions and balances have been eliminated upon consolidation. Certain prior year amounts have been reclassified to conform to the Company’s current presentation. Such reclassifications had no effect on the Company’s previously reported net income, earnings per share, cash flows or accumulated deficit. |
Comparability adjustment | Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted from these unaudited condensed consolidated financial statements, as permitted by Securities and Exchange Commission (“SEC”) rules and regulations. The Company believes the disclosures made in these unaudited condensed consolidated financial statements are adequate to make the information herein not misleading. |
Concentration of revenue and credit risks | Concentrations of revenue and credit risks The Company’s largest insurance carrier partners accounted for 39% and 10% of the Company’s total revenue during the three months ended March 31, 2024. The Company’s largest insurance carrier partners accounted for 33% and 12% of the Company's total revenue during the three months ended March 31, 2023. Financial instruments that potentially subject the Company to credit risk consist of cash and cash equivalents, restricted cash, accounts receivable and contract assets to the extent of the amounts recorded on the balance sheets. Cash and cash equivalents are deposited in commercial analysis accounts, money market funds and U.S. Treasury securities at financial institutions with high credit standing. Restricted cash relates to funds held by the Company on behalf of the insurance carriers, designated for the use of insurance claim payments. Restricted cash is deposited in commercial analysis accounts at one financial institution. At times, such deposits may be in excess of the Federal Deposit Insurance Corporation insurance limits of $250,000 per institution. The Company has not experienced any losses on its deposits of cash and cash equivalents and management believes the Company is not exposed to significant risks on such accounts. |
Use of estimates and judgements | Use of estimates and judgments The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates, and those differences may be material. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognized prospectively. The most significant items subject to such estimates and assumptions include, but are not limited to, profit share revenue recognition and the corresponding impact on contract assets and assessing the realizability of deferred tax assets. The Company bases its estimates on historical trends and relevant assumptions that it believes to be reasonable under the circumstances. Accordingly, actual results could be materially different from those estimates. In connection with profit share revenue recognition and the estimation of contract assets, the Company uses a forecast model to estimate variable consideration based on undiscounted expected future profit share to be received from the insurance carriers. The forecast model projects loan-level earned premiums and insurance claim payments driven by projections of prepayment rate, loan default rate and severity of loss. These assumptions are derived from an analysis of the historical performance of the active loan portfolio, prevailing default and prepayment trends, and macroeconomic projections. Estimates of variable consideration generated by the forecast model are constrained to the extent that it is probable that a significant reversal of revenue will not occur in future periods. The Company continually assesses the default and prepayment assumptions of the forecast model against reported performance and lender delinquency data. The forecast model is updated to align the default and prepayment rate projections with actual experience. |
Recently issued but not yet adopted accounting pronouncements | Recently issued but not yet adopted accounting pronouncements In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which improves the disclosures about a public entity's reportable segments through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and should be applied retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which enhances the transparency and decision usefulness of income tax disclosures. The ASU requires additional disclosure related to rate reconciliation, income taxes paid, and other disclosures to improve the effectiveness of income tax disclosures. The ASU is effective for annual periods beginning after December 15, 2024, and applied on a prospective basis. Early adoption and retrospective application is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures. Although there may be new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or may adopt, as applicable, the Company believes none of these accounting pronouncements has materially impacted or will materially impact the Company’s consolidated financial position or results of operations. |
Fair value of financial instruments | Fair value is the exchange price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants. In arriving at a fair value measurement, the Company uses a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable. The three levels of inputs used to establish fair value are the following: • Level 1 — Quoted prices in active markets for identical assets or liabilities; • Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. In situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company’s own judgments about the assumptions that market participants would use in pricing the asset or liability. Those judgments are developed by the Company based on the best information available in the circumstances, including expected cash flows and appropriately risk-adjusted discount rates, available observable and unobservable inputs. |
Contract Assets (Tables)
Contract Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Contract Assets | Contract assets balances for the periods indicated below were as follows: Contract Assets Profit Program Claims Administration and Other Service Fees Total (in thousands) Ending balance as of December 31, 2023 $ 22,855 $ 4,738 $ 1,721 $ 29,314 Increase of contract assets due to new business generation 15,030 14,350 2,554 31,934 Adjustment of contract assets due to estimation of revenue from performance obligations satisfied in previous periods (1,148) — — (1,148) Receivables transferred from contract assets upon billing the lending institutions — (15,087) — (15,087) Payments received from insurance carriers (11,200) — (1,905) (13,105) Provision for expected credit losses 14 5 1 20 Ending balance as of March 31, 2024 $ 25,551 $ 4,006 $ 2,371 $ 31,928 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The following table provides a summary of the Company’s debt as of the periods indicated: March 31, 2024 December 31, 2023 (in thousands) Term Loan due 2027 $ 144,376 $ 145,313 Revolving Credit Facility — — Less: Unamortized deferred financing costs (1,178) (1,268) Total debt 143,198 144,045 Less: current portion of debt (4,688) (4,688) Total long-term debt, net of deferred financing costs $ 138,510 $ 139,357 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Summary of Earnings Per Share | The following table sets forth the computation of basic and diluted net income per share attributable to common stockholders for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 (in thousands, except shares and per share data) Basic net income per share: Numerator Net income attributable to common stockholders $ 5,087 $ 12,538 Denominator Weighted average common shares outstanding 118,926,170 123,122,014 Basic net income per share attributable to common stockholders $ 0.04 $ 0.10 Diluted net income per share: Numerator Net income attributable to common stockholders $ 5,087 $ 12,538 Denominator Basic weighted average common shares outstanding 118,926,170 123,122,014 Dilutive effect of time-based restricted stock units outstanding 490,214 302,308 Diluted weighted average common shares outstanding 119,416,384 123,424,322 Diluted net income per share attributable to common stockholders $ 0.04 $ 0.10 |
Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive outstanding securities as of March 31, 2024 and 2023 were excluded from the computation of diluted net income per share because their effect would have been anti-dilutive for the periods presented, or issuance of such shares is contingent upon the satisfaction of certain conditions that were not satisfied by the end of the periods: Three Months Ended March 31, 2024 2023 Unvested and unexercised stock options 133,219 155,897 Unvested time-based restricted stock units 200,662 362,751 Unvested performance-based restricted stock units 149,393 159,965 Total 483,274 678,613 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Summary of Carrying Amounts and Estimated Fair Values of the Company's Financial Instruments | The Company’s financial assets measured at fair value on a recurring basis were as follows: Total Fair value measurement as of March 31, 2024 Level 1 Level 2 Level 3 (in thousands) Cash equivalents: Money market funds $ 15,446 $ 15,446 $ — $ — U.S. Treasury securities 199,094 199,094 — — Total $ 214,540 $ 214,540 $ — $ — Total Fair value measurement as of December 31, 2023 Level 1 Level 2 Level 3 (in thousands) Cash equivalents: Money market funds $ 12,671 $ 12,671 $ — $ — U.S. Treasury securities 199,121 199,121 — — Total $ 211,792 $ 211,792 $ — $ — |
Summary of Fair Value Assets and Liabilities Measured on Recurring Basis | The following table provides the fair value of financial assets that are not measured at fair value: March 31, 2024 December 31, 2023 (in thousands) Carrying value Fair value Carrying value Fair value Liabilities: Debt $ 143,198 $ 143,198 $ 144,045 $ 144,045 Total $ 143,198 $ 143,198 $ 144,045 $ 144,045 |
Description of Business, Back_2
Description of Business, Background and Nature of Operations - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2024 segment | |
Accounting Policies [Abstract] | |
Number of operating segments | 1 |
Summary of Significant Accoun_3
Summary of Significant Accounting and Reporting Policies (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Concentration Risk [Line Items] | |||
Allowance for credit loss (less than) | $ 0.1 | $ 0.1 | |
Top One Insurance Partner | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 39% | 33% | |
Top Two Insurance Partner | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | 12% | |
Customer One | Accounts Receivable | Customer Concentration Risk | Minimum | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | 10% |
Contract Assets - Additional In
Contract Assets - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Contract With Customer Asset And Liability [Line Items] | |||
(Decrease) increase in contract asset due to estimation of revenue from performance obligations satisfied in previous periods | $ (1,148) | ||
Current contract assets, net | 21,346 | $ 28,704 | |
Contract assets | 10,582 | $ 610 | |
Profit share | |||
Contract With Customer Asset And Liability [Line Items] | |||
(Decrease) increase in contract asset due to estimation of revenue from performance obligations satisfied in previous periods | $ (1,148) | $ 700 |
Contract Assets - Summary of Co
Contract Assets - Summary of Contract Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Contract With Customer, Asset [Roll Forward] | ||
Beginning balance | $ 29,314 | |
Increase of contract assets due to new business generation | 31,934 | |
Adjustment of contract assets due to estimation of revenue from performance obligations satisfied in previous periods | (1,148) | |
Receivables transferred from contract assets upon billing the lending institutions | (15,087) | |
Payments received from insurance carriers | (13,105) | |
Provision for expected credit losses | 20 | |
Ending balance | 31,928 | |
Profit Share | ||
Contract With Customer, Asset [Roll Forward] | ||
Beginning balance | 22,855 | |
Increase of contract assets due to new business generation | 15,030 | |
Adjustment of contract assets due to estimation of revenue from performance obligations satisfied in previous periods | (1,148) | $ 700 |
Receivables transferred from contract assets upon billing the lending institutions | 0 | |
Payments received from insurance carriers | (11,200) | |
Provision for expected credit losses | 14 | |
Ending balance | 25,551 | |
Program Fees | ||
Contract With Customer, Asset [Roll Forward] | ||
Beginning balance | 4,738 | |
Increase of contract assets due to new business generation | 14,350 | |
Adjustment of contract assets due to estimation of revenue from performance obligations satisfied in previous periods | 0 | |
Receivables transferred from contract assets upon billing the lending institutions | (15,087) | |
Payments received from insurance carriers | 0 | |
Provision for expected credit losses | 5 | |
Ending balance | 4,006 | |
Claims Administration and Other Service Fees | ||
Contract With Customer, Asset [Roll Forward] | ||
Beginning balance | 1,721 | |
Increase of contract assets due to new business generation | 2,554 | |
Adjustment of contract assets due to estimation of revenue from performance obligations satisfied in previous periods | 0 | |
Receivables transferred from contract assets upon billing the lending institutions | 0 | |
Payments received from insurance carriers | (1,905) | |
Provision for expected credit losses | 1 | |
Ending balance | $ 2,371 |
Long-term Debt - Summary of Deb
Long-term Debt - Summary of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Less: Unamortized deferred financing costs | $ (1,178) | $ (1,268) |
Total debt | 143,198 | 144,045 |
Less: current portion of debt | (4,688) | (4,688) |
Total long-term debt, net of deferred financing costs | 138,510 | 139,357 |
Term Loan | Term Loan due 2027 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 144,376 | 145,313 |
Line of Credit | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 0 | $ 0 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Details) $ in Thousands | 3 Months Ended | |||
Sep. 09, 2022 USD ($) | Mar. 31, 2024 USD ($) | Sep. 30, 2024 | Dec. 31, 2023 USD ($) | |
Debt Instrument [Line Items] | ||||
Debt financing costs, net | $ 1,178 | $ 1,268 | ||
New Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 300,000 | |||
Debt instrument, effective interest rate | 7.296% | |||
Debt financing costs gross | $ 2,600 | |||
Maximum total net leverage ratio | 3.5 | |||
Minimum fixed charge coverage ratio | 1.25 | |||
New Credit Agreement | Forecast | ||||
Debt Instrument [Line Items] | ||||
Maximum total net leverage ratio | 3 | |||
New Credit Agreement | Minimum | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, commitment fee percentage | 0.15% | |||
New Credit Agreement | Maximum | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, commitment fee percentage | 0.225% | |||
New Credit Agreement | SOFR | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (as a percent) | 0.10% | 1.625% | ||
Adjusted SOFR rate | 0.05426 | |||
New Credit Agreement | SOFR | Minimum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (as a percent) | 1.625% | |||
New Credit Agreement | SOFR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (as a percent) | 2.375% | |||
New Credit Agreement | Base Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (as a percent) | 0.625% | |||
New Credit Agreement | Base Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (as a percent) | 1.375% | |||
New Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 150,000 | |||
Unused commitment balance | $ 150,000 | |||
New Credit Agreement | Term Loan | ||||
Debt Instrument [Line Items] | ||||
Principal amount | 150,000 | |||
Debt financing costs gross | 2,100 | |||
Debt financing costs, net | 1,200 | |||
New Credit Agreement | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Debt financing costs gross | $ 500 | |||
Debt financing costs, net | $ 200 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $ 2,437 | $ 4,235 |
Effective income tax rate (as a percent) | 32.40% | 25.20% |
Income taxes receivable | $ 3,200 | |
Unrecognized tax benefits, tax expense for refund claims for prior tax years | $ 4,000 |
Net Income per Share - Summary
Net Income per Share - Summary of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator | ||
Net income attributable to common stockholders | $ 5,087 | $ 12,538 |
Denominator | ||
Weighted average common shares outstanding (in shares) | 118,926,170 | 123,122,014 |
Basic net income per share attributable to common stockholders (in dollars per share) | $ 0.04 | $ 0.10 |
Numerator | ||
Net income attributable to common stockholders | $ 5,087 | $ 12,538 |
Denominator | ||
Basic weighted average common shares outstanding (in shares) | 118,926,170 | 123,122,014 |
Dilutive effect of time-based restricted stock units outstanding (in shares) | 490,214 | 302,308 |
Diluted weighted average common shares outstanding (in shares) | 119,416,384 | 123,424,322 |
Diluted net income per share attributable to common stockholders (in dollars per share) | $ 0.04 | $ 0.10 |
Net Income per Share - Summar_2
Net Income per Share - Summary of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 483,274 | 678,613 |
Unvested and unexercised stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 133,219 | 155,897 |
Unvested time-based restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 200,662 | 362,751 |
Unvested performance-based restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 149,393 | 159,965 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total | $ 214,540 | $ 211,792 |
Level 1 | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total | 214,540 | 211,792 |
Level 2 | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total | 0 | 0 |
Level 3 | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total | 0 | 0 |
Money market funds | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash equivalents | 15,446 | 12,671 |
Money market funds | Level 1 | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash equivalents | 15,446 | 12,671 |
Money market funds | Level 2 | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Money market funds | Level 3 | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
U.S. Treasury securities | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash equivalents | 199,094 | 199,121 |
U.S. Treasury securities | Level 1 | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash equivalents | 199,094 | 199,121 |
U.S. Treasury securities | Level 2 | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
U.S. Treasury securities | Level 3 | ||
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash equivalents | $ 0 | $ 0 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Summary of Fair Value Assets and Liabilities Measured on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Carrying value | ||
Liabilities: | ||
Debt | $ 143,198 | $ 144,045 |
Total | 143,198 | 144,045 |
Fair value | ||
Liabilities: | ||
Debt | 143,198 | 144,045 |
Total | $ 143,198 | $ 144,045 |