Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 20, 2023 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-40349 | |
Entity Registrant Name | DoubleVerify Holdings, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-2714562 | |
Entity Address, Address Line One | 462 Broadway | |
Entity Address, City or Town | New York | |
Entity Address State Or Province | NY | |
Entity Address, Postal Zip Code | 10013 | |
City Area Code | 212 | |
Local Phone Number | 631-2111 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | DV | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 167,403,199 | |
Entity Central Index Key | 0001819928 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 295,437 | $ 267,813 |
Trade receivables, net of allowances for doubtful accounts of $10,757 and $8,893 as of June 30, 2023 and December 31, 2022, respectively | 176,007 | 167,122 |
Prepaid expenses and other current assets | 20,715 | 10,161 |
Total current assets | 492,159 | 445,096 |
Property, plant and equipment, net | 54,793 | 47,034 |
Operating lease right-of-use assets, net | 62,499 | 64,692 |
Goodwill | 343,682 | 343,011 |
Intangible assets, net | 122,974 | 135,429 |
Deferred tax assets | 4,901 | 35 |
Other non-current assets | 1,657 | 1,731 |
Total assets | 1,082,665 | 1,037,028 |
Current liabilities | ||
Trade payables | 8,837 | 6,675 |
Accrued expenses | 36,945 | 33,085 |
Operating lease liabilities, current | 8,851 | 7,041 |
Income tax liabilities | 11,953 | |
Current portion of finance lease obligations | 3,139 | 1,846 |
Other current liabilities | 8,476 | 8,310 |
Total current liabilities | 66,248 | 68,910 |
Operating lease liabilities, non-current | 73,369 | 74,086 |
Finance lease obligations | 3,938 | 779 |
Deferred tax liabilities | 1,132 | 12,890 |
Other non-current liabilities | 3,756 | 3,504 |
Total liabilities | 148,443 | 160,169 |
Commitments and contingencies (Note 13) | ||
Stockholders' equity | ||
Common stock, $0.001 par value, 1,000,000 shares authorized, 167,250 shares issued and 167,234 outstanding as of June 30, 2023; 1,000,000 shares authorized, 165,448 shares issued and 165,417 outstanding as of December 31, 2022 | 167 | 165 |
Additional paid-in capital | 787,562 | 756,299 |
Treasury stock, at cost, 16 shares and 31 shares as of June 30, 2023 and December 31, 2022, respectively | (528) | (796) |
Retained earnings | 152,531 | 127,517 |
Accumulated other comprehensive loss, net of income taxes | (5,510) | (6,326) |
Total stockholders' equity | 934,222 | 876,859 |
Total liabilities and stockholders' equity | $ 1,082,665 | $ 1,037,028 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Trade receivables, net of allowances | $ 10,757 | $ 8,893 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000 | 1,000,000 |
Common stock, shares issued | 167,250 | 165,448 |
Common stock, shares outstanding | 167,234 | 165,417 |
Treasury stock, shares | 16 | 31 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||||
Revenue | $ 133,744 | $ 109,805 | $ 256,338 | $ 206,528 |
Cost of revenue (exclusive of depreciation and amortization shown separately below) | 26,191 | 18,836 | 50,143 | 35,713 |
Product development | 31,941 | 23,222 | 60,496 | 44,810 |
Sales, marketing and customer support | 31,537 | 24,733 | 57,249 | 51,417 |
General and administrative | 19,755 | 21,529 | 39,943 | 41,204 |
Depreciation and amortization | 9,676 | 8,317 | 18,659 | 17,357 |
Income from operations | 14,644 | 13,168 | 29,848 | 16,027 |
Interest expense | 247 | 223 | 503 | 455 |
Other (income) expense, net | (2,476) | 145 | (5,210) | 191 |
Income before income taxes | 16,873 | 12,800 | 34,555 | 15,381 |
Income tax expense (benefit) | 4,034 | 2,510 | 9,541 | 512 |
Net income | $ 12,839 | $ 10,290 | $ 25,014 | $ 14,869 |
Earnings per share: | ||||
Basic | $ 0.08 | $ 0.06 | $ 0.15 | $ 0.09 |
Diluted | $ 0.07 | $ 0.06 | $ 0.15 | $ 0.09 |
Weighted-average common stock outstanding: | ||||
Basic | 166,540 | 163,610 | 166,088 | 163,114 |
Diluted | 172,488 | 170,223 | 172,129 | 170,359 |
Comprehensive income: | ||||
Net Income (Loss) | $ 12,839 | $ 10,290 | $ 25,014 | $ 14,869 |
Other comprehensive (loss) income: | ||||
Foreign currency cumulative translation adjustment | (377) | (5,634) | 816 | (7,204) |
Total comprehensive income | $ 12,462 | $ 4,656 | $ 25,830 | $ 7,665 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income Net of Income Taxes | Total |
Balance at Dec. 31, 2021 | $ 162 | $ (1,802) | $ 717,228 | $ 84,249 | $ (771) | $ 799,066 |
Balance (in shares) at Dec. 31, 2021 | 162,347 | 50 | ||||
Foreign currency translation adjustment | (1,570) | (1,570) | ||||
Shares repurchased for settlement of employee tax withholdings | $ (1,058) | (1,058) | ||||
Shares repurchased for settlement of employee tax withholdings (in shares) | 41 | |||||
Stock-based compensation expense | 10,994 | 10,994 | ||||
Common stock issued to non-employees (in shares) | 4 | |||||
Common stock issued upon exercise of stock options | $ 1 | 1,677 | 1,678 | |||
Common stock issued upon exercise of stock options (in shares) | 572 | |||||
Common stock issued upon vesting of restricted stock units (in shares) | 195 | |||||
Net Income | 4,579 | 4,579 | ||||
Balance at Mar. 31, 2022 | $ 163 | $ (2,860) | 729,899 | 88,828 | (2,341) | 813,689 |
Balance (in shares) at Mar. 31, 2022 | 163,118 | 91 | ||||
Balance at Dec. 31, 2021 | $ 162 | $ (1,802) | 717,228 | 84,249 | (771) | 799,066 |
Balance (in shares) at Dec. 31, 2021 | 162,347 | 50 | ||||
Foreign currency translation adjustment | (7,204) | |||||
Net Income | 14,869 | |||||
Balance at Jun. 30, 2022 | $ 164 | $ (7,546) | 737,574 | 99,118 | (7,975) | 821,335 |
Balance (in shares) at Jun. 30, 2022 | 164,133 | 283 | ||||
Balance at Mar. 31, 2022 | $ 163 | $ (2,860) | 729,899 | 88,828 | (2,341) | 813,689 |
Balance (in shares) at Mar. 31, 2022 | 163,118 | 91 | ||||
Foreign currency translation adjustment | (5,634) | (5,634) | ||||
Shares repurchased for settlement of employee tax withholdings | $ (8,133) | (8,133) | ||||
Shares repurchased for settlement of employee tax withholdings (in shares) | 320 | |||||
Stock-based compensation expense | 9,517 | 9,517 | ||||
Common stock issued under employee purchase plan | 768 | 768 | ||||
Common stock issued under employee purchase plan (in shares) | 41 | |||||
Common stock issued upon exercise of stock options | 838 | 838 | ||||
Common stock issued upon exercise of stock options (in shares) | 176 | |||||
Common stock issued upon vesting of restricted stock units | $ 1 | (1) | ||||
Common stock issued upon vesting of restricted stock units (in shares) | 798 | |||||
Treasury stock reissued upon settlement of equity awards | $ 3,447 | (3,447) | ||||
Treasury stock reissued upon settlement of equity awards (in shares) | (128) | |||||
Net Income | 10,290 | 10,290 | ||||
Balance at Jun. 30, 2022 | $ 164 | $ (7,546) | 737,574 | 99,118 | (7,975) | 821,335 |
Balance (in shares) at Jun. 30, 2022 | 164,133 | 283 | ||||
Balance at Dec. 31, 2022 | $ 165 | $ (796) | 756,299 | 127,517 | (6,326) | 876,859 |
Balance (in shares) at Dec. 31, 2022 | 165,448 | 31 | ||||
Foreign currency translation adjustment | 1,193 | 1,193 | ||||
Shares repurchased for settlement of employee tax withholdings | $ (787) | (787) | ||||
Shares repurchased for settlement of employee tax withholdings (in shares) | 30 | |||||
Stock-based compensation expense | 11,992 | 11,992 | ||||
Common stock issued upon exercise of stock options | $ 1 | 1,765 | 1,766 | |||
Common stock issued upon exercise of stock options (in shares) | 527 | |||||
Common stock issued upon vesting of restricted stock units (in shares) | 182 | |||||
Treasury stock reissued upon settlement of equity awards | $ 914 | (914) | ||||
Treasury stock reissued upon settlement of equity awards (in shares) | (35) | |||||
Net Income | 12,175 | 12,175 | ||||
Balance at Mar. 31, 2023 | $ 166 | $ (669) | 769,142 | 139,692 | (5,133) | 903,198 |
Balance (in shares) at Mar. 31, 2023 | 166,157 | 26 | ||||
Balance at Dec. 31, 2022 | $ 165 | $ (796) | 756,299 | 127,517 | (6,326) | 876,859 |
Balance (in shares) at Dec. 31, 2022 | 165,448 | 31 | ||||
Foreign currency translation adjustment | $ 816 | |||||
Common stock issued upon exercise of stock options (in shares) | 1,295 | |||||
Net Income | $ 25,014 | |||||
Balance at Jun. 30, 2023 | $ 167 | $ (528) | 787,562 | 152,531 | (5,510) | 934,222 |
Balance (in shares) at Jun. 30, 2023 | 167,250 | 16 | ||||
Balance at Mar. 31, 2023 | $ 166 | $ (669) | 769,142 | 139,692 | (5,133) | 903,198 |
Balance (in shares) at Mar. 31, 2023 | 166,157 | 26 | ||||
Foreign currency translation adjustment | (377) | (377) | ||||
Shares repurchased for settlement of employee tax withholdings | $ (1,966) | (1,966) | ||||
Shares repurchased for settlement of employee tax withholdings (in shares) | 57 | |||||
Stock-based compensation expense | 15,399 | 15,399 | ||||
Common stock issued under employee purchase plan | 1,138 | 1,138 | ||||
Common stock issued under employee purchase plan (in shares) | 49 | |||||
Common stock issued upon exercise of stock options | $ 1 | 3,990 | 3,991 | |||
Common stock issued upon exercise of stock options (in shares) | 711 | |||||
Common stock issued upon vesting of restricted stock units (in shares) | 333 | |||||
Treasury stock reissued upon settlement of equity awards | $ 2,107 | (2,107) | ||||
Treasury stock reissued upon settlement of equity awards (in shares) | (67) | |||||
Net Income | 12,839 | 12,839 | ||||
Balance at Jun. 30, 2023 | $ 167 | $ (528) | $ 787,562 | $ 152,531 | $ (5,510) | $ 934,222 |
Balance (in shares) at Jun. 30, 2023 | 167,250 | 16 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Operating activities: | ||
Net income | $ 25,014 | $ 14,869 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Bad debt expense | 3,706 | 1,997 |
Depreciation and amortization expense | 18,659 | 17,357 |
Amortization of debt issuance costs | 147 | 147 |
Non-cash lease expense | 3,293 | 3,882 |
Deferred taxes | (16,639) | (3,974) |
Stock-based compensation expense | 26,980 | 20,253 |
Interest expense | 25 | 72 |
Loss on disposal of fixed assets | 5 | 1,345 |
Impairment of long-lived assets | 1,510 | |
Other | 209 | (302) |
Changes in operating assets and liabilities | ||
Trade receivables | (12,214) | (21,942) |
Prepaid expenses and other assets | (11,168) | (949) |
Trade payables | 2,126 | 2,262 |
Accrued expenses and other liabilities | (7,979) | (9,978) |
Net cash provided by operating activities | 32,164 | 26,549 |
Investing activities: | ||
Purchase of property, plant and equipment | (7,671) | (13,606) |
Net cash (used in) investing activities | (7,671) | (13,606) |
Financing activities: | ||
Proceeds from revolving credit facility | 50,000 | |
Payments to revolving credit facility | (50,000) | |
Payment of contingent consideration related to Zentrick acquisition | (3,247) | |
Proceeds from common stock issued upon exercise of stock options | 5,757 | 2,516 |
Proceeds from common stock issued under employee purchase plan | 1,138 | 768 |
Payments related to offering costs | (6) | |
Finance lease payments | (1,028) | (907) |
Shares repurchased for settlement of employee tax withholdings | (2,753) | (9,191) |
Net cash provided by (used in) financing activities | 3,114 | (10,067) |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | 15 | (738) |
Net increase in cash, cash equivalents, and restricted cash | 27,622 | 2,138 |
Cash, cash equivalents, and restricted cash - Beginning of period | 267,938 | 221,725 |
Cash, cash equivalents, and restricted cash - End of period | 295,560 | 223,863 |
Supplemental cash flow information: | ||
Cash paid for taxes | 41,284 | 1,161 |
Cash paid for interest | 389 | 282 |
Non-cash investing and financing activities: | ||
Right-of-use assets obtained in exchange for new operating Right-of-use assets obtained in exchange for new operating lease liabilities, net of impairments and tenant improvement allowances | 1,261 | 79,565 |
Acquisition of equipment under finance lease | 5,479 | |
Capital assets financed by accounts payable and accrued expenses | 480 | |
Stock-based compensation included in capitalized software development costs | $ 411 | $ 258 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Reconciliation of Cashflows - USD ($) $ in Thousands | Jun. 30, 2023 | Jun. 30, 2022 |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||
Cash and cash equivalents | $ 295,437 | $ 223,738 |
Restricted cash (included in prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets) | 123 | 125 |
Total cash and cash equivalents and restricted cash | $ 295,560 | $ 223,863 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2023 | |
Description of Business | |
Description of Business | 1. Description of Business DoubleVerify Holdings, Inc. (the “Company”) is a leading software platform for digital media measurement and analytics. Our mission is to create stronger, safer, more secure digital transactions that drive optimal outcomes for global advertisers. Through our software platform and the metrics it provides, we help preserve the fair value exchange between buyers and sellers of digital media. The Company’s solutions provide advertisers unbiased data analytics that enable advertisers to increase the effectiveness, quality and return on their digital advertising investments. The DV Authentic Ad is our proprietary metric of digital media quality, which measures whether a digital ad was delivered in a brand suitable environment, fully viewable, by a real person and in the intended geography. The Company’s software interface, DV Pinnacle, delivers these metrics to our customers in real time, allowing them to access critical performance data on their digital transactions. The Company’s software solutions are integrated across the entire digital advertising ecosystem, including programmatic platforms, social media channels and digital publishers. The Company’s solutions are accredited by the Media Rating Council, which allows the Company’s data to be used as a single source standard in the evaluation and measurement of digital ads. The Company was incorporated on August 16, 2017, is registered in the state of Delaware and is the parent company of DoubleVerify Midco, Inc. (“MidCo”), which is in turn the parent company of DoubleVerify Inc. On August 18, 2017, DoubleVerify Inc. entered into an agreement and plan of merger (the “Agreement”), whereby the Company and Pixel Merger Sub, Inc. (“Merger Sub”), a wholly-owned subsidiary of the Company, agreed to provide for the merger of the Merger Sub with DoubleVerify Inc. pursuant to the terms and conditions of the Agreement. On the effective date, Merger Sub was merged with and into DoubleVerify Inc. whereupon the separate corporate existence of Merger Sub ceased and DoubleVerify Inc. continued as the surviving corporation. Through the merger, the Company acquired 100% of the outstanding equity instruments of DoubleVerify Inc., (the “Acquisition”) resulting in a change of control at the parent level. The merger resulted in the application of acquisition accounting under the provisions of Financial Accounting Standards Board (“FASB”) Topic Accounting Standards Codification (“ASC”) 805 , “Business Combinations.” The Company is headquartered in New York, New York and has wholly-owned subsidiaries in numerous jurisdictions including Israel, the United Kingdom, the United Arab Emirates, Germany, Singapore, Australia, Canada, Brazil, Belgium, Mexico, France, Japan, Spain, Finland, and India, and operates in one reportable segment. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Basis of Presentation and Summary of Significant Accounting Policies | |
Basis of Presentation and Summary of Significant Accounting Policies | 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Preparation and Principles of Consolidation The accompanying Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022, the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and six months ended June 30, 2023 and 2022, the Condensed Consolidated Statements of Stockholders’ Equity for the three and six months ended June 30, 2023 and 2022, and the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022 reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results for the periods shown in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules and regulations of the SEC for interim financial reporting periods. Accordingly, certain information and footnote disclosures have been condensed or omitted pursuant to SEC rules that would ordinarily be required under GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in its Annual Report on Form 10-K for the year ended December 31, 2022. Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, assumptions in valuing acquired assets and liabilities assumed in business combinations, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. These estimates are based on the information available as of the date of the Condensed Consolidated Financial Statements . Cash and Cash Equivalents The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents. Pursuant to the Company’s investment policy, its surplus funds are kept as cash or cash equivalents in treasury bills, money market funds and savings accounts to reduce the Company’s exposure to market risk. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2023 | |
Revenue | |
Revenue | 3. Revenue The following table disaggregates revenue between advertiser customers, where revenue is generated based on number of ads measured for Measurement or measured and purchased for Activation, and Supply-side customers, where revenue is generated based on contracts with minimum guarantees or contracts that contain overages after minimum guarantees are achieved. Disaggregated revenue by customer type is as follows: Three Months Ended Six Months Ended June 30, June 30, ( in thousands) 2023 2022 2023 2022 Activation $ 77,942 $ 60,495 $ 147,834 $ 113,526 Measurement 44,989 38,903 86,374 72,737 Supply-side customer 10,813 10,407 22,130 20,265 Total revenue $ 133,744 $ 109,805 $ 256,338 $ 206,528 Contract assets relate to the Company’s conditional right to consideration for completed performance under the contract (e.g., unbilled receivables). Trade receivables, net of allowance for doubtful accounts, include unbilled receivable balances of $52.9 million and $52.7 million as of June 30, 2023 and December 31, 2022, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | 4. The following is a summary of changes to the goodwill carrying value from December 31, 2022 to June 30, 2023: (in thousands) Goodwill at December 31, 2022 $ 343,011 Foreign exchange impact 671 Goodwill at June 30, 2023 $ 343,682 The following table summarizes the Company’s intangible assets and related accumulated amortization: ( in thousands) June 30, 2023 December 31, 2022 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Amount Amortization Amount Amount Amortization Amount Trademarks and brands $ 11,733 $ (4,717) $ 7,016 $ 11,733 $ (4,294) $ 7,439 Customer relationships 145,925 (55,974) 89,951 145,834 (49,587) 96,247 Developed technology 76,785 (50,783) 26,002 76,677 (44,956) 31,721 Non-compete agreements 65 (60) 5 64 (42) 22 Total intangible assets $ 234,508 $ (111,534) $ 122,974 $ 234,308 $ (98,879) $ 135,429 Amortization expense related to intangible assets for the three months ended June 30, 2023 and June 30, 2022 was $6.4 million and $6.2 million, respectively. Amortization expense related to intangible assets amounted to $12.6 million for each of the six months ended June 30, 2023 and June 30, 2022. Estimated future expected amortization expense of intangible assets as of June 30, 2023 is as follows: (in thousands) 2023 (for remaining six months) $ 13,112 2024 22,792 2025 20,836 2026 16,082 2027 13,872 2028 13,451 Thereafter 22,829 Total $ 122,974 The weighted-average remaining useful life by major asset classes as of June 30, 2023 is as follows: (In years) Trademarks and brands 9 Customer relationships 7 Developed technology 2 Non-compete agreements 1 There were no impairments identified during the six months ended June 30, 2023 or June 30, 2022. |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment | |
Property, Plant and Equipment | 5. Property, plant and equipment, including equipment under finance lease obligations and capitalized software development costs, consists of the following: As of (in thousands) June 30, 2023 December 31, 2022 Computers and peripheral equipment $ 24,739 $ 19,189 Office furniture and equipment 3,014 2,542 Leasehold improvements 32,008 29,678 Capitalized software development costs 25,920 22,026 Less accumulated depreciation and amortization (30,888) (26,401) Total property, plant and equipment, net $ 54,793 $ 47,034 For the three months ended June 30, 2023 and June 30, 2022, total depreciation expense was $3.3 million and $2.1 million, respectively. For the six months ended June 30, 2023 and June 30, 2022, total depreciation expense was $6.1 million and $4.8 million, respectively. Property and equipment under finance lease obligations, consisting of computer equipment, totaled $17.7 million and $12.3 million as of June 30, 2023 and December 31, 2022, respectively. As of June 30, 2023 and December 31, 2022, accumulated depreciation related to property and equipment under finance lease obligations totaled $11.7 million and $11.2 million, respectively. Refer to Note 6, Leases. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases | |
Leases | 6. Leases The following table presents lease cost and cash paid for amounts included in the measurement of lease liabilities for finance and operating leases for the three and six months ended June 30, 2023 and 2022, respectively. Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2023 2022 2023 2022 Lease cost: Operating lease cost (1) $ 2,582 $ 2,747 $ 5,169 $ 5,625 Finance lease cost: Depreciation of finance lease assets (2) 314 330 531 702 Interest on finance lease liabilities (3) 43 37 66 79 Short-term lease cost (1) 243 277 489 528 Sublease income (1) (267) (89) (534) (89) Total lease cost $ 2,915 $ 3,302 $ 5,721 $ 6,845 Other information: Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows from operating leases $ 1,516 $ 1,139 $ 2,852 $ 2,319 Operating cash outflows from finance leases $ 17 $ 37 $ 40 $ 72 Financing cash outflows from finance leases $ 515 $ 427 $ 1,028 $ 907 (1) Included in Cost of revenue, Sales, marketing and customer support, Product development and General and administrative expenses in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (2) Included in Depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (3) Included in Interest expense in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. The following table presents weighted-average remaining lease terms and weighted-average discount rates for finance and operating leases as of June 30, 2023 and 2022, respectively: June 30, 2023 2022 Weighted-average remaining lease term - operating leases (in years) 13.8 14.4 Weighted-average remaining lease term - finance leases (in years) 2.6 2.0 Weighted-average discount rate - operating leases 4.5% 4.4% Weighted-average discount rate - finance leases 5.2% 3.7% Maturities of lease liabilities as of June 30, 2023 are as follows: June 30, 2023 (in thousands) Operating Leases Finance Leases 2023 (for remaining six months) $ 4,625 $ 2,022 2024 8,581 2,579 2025 7,598 2,150 2026 6,782 825 2027 6,659 — 2028 6,750 — Thereafter 74,037 — Total lease payments 115,032 7,576 Less amount representing interest (32,812) (499) Present value of total lease payments $ 82,220 $ 7,077 |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Measurement | |
Fair Value Measurement | 7. Fair Value Measurement The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis: As of June 30, 2023 Quoted Market Prices in Active Significant ( in thousands) Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 49,716 $ — $ — $ 49,716 As of December 31, 2022 Quoted Market Prices in Active Significant (in thousands) Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Tota1 Fair Value (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 11,710 $ — $ — $ 11,710 Cash equivalents consisting of treasury bills of $49.7 million and of money market funds of $11.7 million as of June 30, 2023 and December 31, 2022, respectively, were classified as Level 1 of the fair value hierarchy and valued using quoted market prices in active markets. As of June 30, 2023, the amortized cost of the Company’s treasury bills approximates fair value. For the three and six months ended June 30, 2023, the Company did not record any unrealized gains, unrealized losses, or credit losses. |
Long-term Debt
Long-term Debt | 6 Months Ended |
Jun. 30, 2023 | |
Long-term Debt. | |
Long-term Debt | 8. Long-term Debt On October 1, 2020, DoubleVerify Inc., as borrower (the “Borrower”), and MidCo, as guarantor, entered into an amendment and restatement agreement with the banks and other financial institutions party thereto, as lenders, and Capital One, National Association, as administrative agent, letter of credit issuer and swing lender, and others, to (i) amend and restate the Company’s prior credit agreement, as amended and restated on October 1, 2020 (the “Credit Agreement”) and (ii) replace the Company’s prior credit facilities with a new senior secured revolving credit facility (the “New Revolving Credit Facility”) in an aggregate principal amount of $150.0 million (with a letter of credit facility of up to $15.0 million as a sublimit). Subject to certain terms and conditions, the Borrower is entitled to request additional term loan facilities or increases in the revolving credit commitments under the New Revolving Credit Facility. The New Revolving Credit Facility is payable in quarterly installments for interest, with the principal balance due in full at maturity on October 1, 2025. Additional fees paid quarterly include fees for the unused revolving facility and unused letter of credit. The commitment fee on any unused balance is payable periodically and may range from 0.25% to 0.40% based upon the Borrower’s total net leverage ratio calculated in accordance with the Credit Agreement. On March 29, 2023, the Company entered into an amendment to the New Revolving Credit Facility to replace the LIBOR based interest rate with a Secured Overnight Financing Rate (“SOFR”) based interest rate . The New Revolving Credit Facility contains a number of significant negative covenants. Subject to certain exceptions, these covenants require the Borrower to comply with certain requirements and restrictions on its ability to, among other things: incur indebtedness; create liens; engage in mergers or consolidations; make investments, loans and advances; pay dividends or other distributions and repurchase capital stock; sell assets; engage in certain transactions with affiliates; enter into sale and leaseback transactions; and make certain accounting changes. As a result of these restrictions, substantially all of the net assets of the Borrower are restricted from distribution to the Company or any holders of its equity. The New Revolving Credit Facility has a first priority lien on substantially all of the assets of MidCo, the Borrower and Ad-Juster, the Company’s indirect subsidiary. The New Revolving Credit Facility requires the Borrower to remain in compliance with a maximum total net leverage ratio and a minimum fixed charge coverage ratio, each as defined in the Credit Agreement. As of June 30, 2023, the maximum total net leverage ratio and minimum fixed charge coverage ratio is 3.5x and 1.25x, respectively. The Borrower was in compliance with all covenants under the New Revolving Credit Facility as of June 30, 2023. During the three months ended March 31, 2023, the Company borrowed and repaid $50.0 million on the New Revolving Credit Facility. As of June 30, 2023 |
Income Tax
Income Tax | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax | |
Income Tax | 9. Income Tax The Company’s quarterly income tax provision is calculated using an estimated annual effective income tax rate ("ETR") based on historical information and forward-looking estimates. The Company’s estimated annual ETR may fluctuate due to changes in forecasted annual pre-tax income, and changes to forecasted permanent book to tax differences (e.g., non-deductible expenses). The Company’s ETR for a particular reporting period may fluctuate as the result of changes to the valuation allowance for net deferred tax assets, the impact of anticipated tax settlements with federal, state, or foreign tax authorities, or the impact of tax law changes. The Company identifies items that are unusual and non-recurring in nature and treats these as discrete events. The tax effect of these discrete events is booked entirely in the quarter in which they occur. During the three and six months ended June 30, 2023, the Company recorded an income tax provision of $4.0 million and $9.5 million, respectively, resulting in an effective tax rate of 23.1% and 27.2%, that includes discrete items primarily due to the effects of various permanent book-to-tax adjustments, foreign tax rate differences, U.S. tax on foreign operations, and U.S. state/local taxes, which represent a rate impact of (10.4%) and (6.2%), respectively. During the three and six months ended June 30, 2022, the Company recorded an income tax provision of $2.5 million and $0.5 million, respectively, resulting in an effective tax rate of 19.6% and 3.3%. These effective tax rates differ from the U.S. federal statutory rate primarily due to the effects of various permanent book-to-tax adjustments, foreign tax rate differences, U.S. tax on foreign operations, and U.S. state/local taxes. A valuation allowance has been established against a small amount of foreign capital losses and certain U.S. tax loss carryforwards. All other net deferred tax assets have been determined to be more likely than not realizable. The Company regularly reviews its deferred tax assets for recoverability and would establish a valuation allowance if it believed that such assets may not be recovered, taking into consideration historical operating results, expectations of future earnings, changes in its operations, and the expected timing of the reversals of existing temporary differences. The deferred tax assets have been determined to be more likely than not realizable. The Company regularly reviews its deferred tax assets for recoverability and would establish a valuation allowance if, based upon both positive and negative evidence, it believed that such assets may not be recovered. The Company accounts for uncertainty in income taxes utilizing ASC 740-10, “Income Taxes.” ASC 740-10 clarifies whether or not to recognize assets or liabilities for tax positions taken that may be challenged by a tax authority. It prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken or expected to be taken. This interpretation also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, and disclosures. The application of ASC 740-10 requires judgment related to the uncertainty in income taxes and could impact the Company’s effective tax rate. DoubleVerify and its subsidiaries file income tax returns with the Internal Revenue Service (“IRS”) in various state and international jurisdictions. The Company’s Israeli subsidiary is under audit by the Israeli Tax Authority for the 2016-2018 tax years. Also, under audit by the Commonwealth of Massachusetts is the Company’s U.S subsidiary for the 2019 and 2020 tax years. These examinations may lead to ordinary course adjustments or proposed adjustments to the Company’s taxes. Aside from the aforementioned, the Company is not currently under audit in any other jurisdiction. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share | |
Earnings Per Share | 10. Earnings Per Share The following table reconciles the numerators and denominators used in computations of the basic and diluted EPS for the three and six months ended June 30, 2023 and June 30, 2022: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Numerator: Net Income (basic and diluted) $ 12,839 $ 10,290 $ 25,014 $ 14,869 Denominator: Weighted-average common shares outstanding 166,540 163,610 166,088 163,114 Dilutive effect of share-based awards 5,948 6,613 6,041 7,245 Weighted-average dilutive shares outstanding 172,488 170,223 172,129 170,359 Basic earnings per share $ 0.08 $ 0.06 $ 0.15 $ 0.09 Diluted earnings per share $ 0.07 $ 0.06 $ 0.15 $ 0.09 Approximately 8.6 million and 7.7 million weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation in the three and six months ended June 30, 2023, respectively, because they were antidilutive. Approximately 5.5 million and 5.2 million weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation in the three and six months ended June 30, 2022, respectively, because they were also antidilutive. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Stock-Based Compensation | |
Stock-Based Compensation | 11. Stock-Based Compensation Employee Equity Incentive Plan On September 20, 2017, the Company established its 2017 Omnibus Equity Incentive Program (the “2017 Plan”) which provides for the granting of equity-based awards to certain employees, directors, independent contractors, consultants and agents. Under the 2017 Plan, the Company may grant non-qualified stock options, stock appreciation rights, restricted stock units, and other stock-based awards. On April 19, 2021, the Company established its 2021 Omnibus Equity Incentive Plan (“2021 Equity Plan”). The 2021 Equity Plan provides for the grant of stock options (including qualified incentive stock options and nonqualified stock options), stock appreciation rights, restricted stock, restricted stock units, dividend equivalents, and other stock or cash settled incentive awards. Options become exercisable subject to vesting schedules up to four years from the date of the grant and subject to certain timing restrictions upon an employee’s separation of service and no later than 10 years after the grant date. Restricted stock units are subject to vesting schedules up to four years from the date of the grant and subject to certain restrictions upon employee separation. A summary of stock option activity as of and for the six months ended June 30, 2023 is as follows: Stock Option Weighted Average Remaining Number of Weighted Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of December 31, 2022 11,861 $ 13.43 7.17 $ 129,323 Options granted 850 25.03 Options exercised (1,295) 4.46 Options forfeited (63) 26.03 Outstanding as of June 30, 2023 11,353 $ 15.25 7.07 $ 268,700 Options expected to vest as of June 30, 2023 4,071 $ 23.55 8.51 $ 62,578 Options exercisable as of June 30, 2023 6,989 $ 9.96 6.13 $ 202,429 Stock options include grants to executives that contain both market-based and performance-based vesting conditions. There were no stock options granted that contain both market-based and performance-based vesting conditions during the six months ended June 30, 2023. During the six months ended June 30, 2023, 85 stock options were exercised and 1,941 market-based and performance-based stock options remain outstanding as of June 30, 2023. The weighted average grant date fair value of options granted during the six months ended June 30, 2023 and June 30, 2022 was $12.36 and $11.69, respectively. The total intrinsic value of options exercised during the six months ended June 30, 2023 and June 30, 2022 was $34.1 million and $15.9 million, respectively. The fair market value of each option granted during the six months ended June 30, 2023 has been estimated on the grant date using the Black-Scholes-Merton option-pricing model with the following assumptions: 2023 Risk - free interest rate (percentage) 3.6 Expected term (years) 6.1 Expected dividend yield (percentage) — Expected volatility (percentage) 46.5 The Company’s board of directors (the “Board”) did not declare or pay dividends on any Company stock during the six months ended June 30, 2023 and June 30, 2022. A summary of restricted stock unit activity as of and for the six months ended June 30, 2023 is as follows: Restricted Stock Units Number of Weighted Average Shares Grant Date Fair Value Outstanding as of December 31, 2022 3,154 $ 27.07 Granted 2,197 25.39 Vested (599) 25.88 Forfeited (124) 27.10 Outstanding as of June 30, 2023 4,628 $ 26.43 The total grant date fair value of restricted stock units that vested during the six months ended June 30, 2023 was $15.5 million. As of June 30, 2023, unrecognized stock-based compensation expense was $139.4 million, which is expected to be recognized over a weighted-average period of 1.5 years. Total stock-based compensation expense recorded in the Condensed Consolidated Statements of Operations and Comprehensive Income as follows: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2023 2022 2023 2022 Product development $ 5,975 $ 3,544 $ 10,354 $ 6,910 Sales, marketing and customer support 4,746 2,587 8,253 6,416 General and administrative 4,446 3,128 8,373 6,927 Total stock-based compensation $ 15,167 $ 9,259 $ 26,980 $ 20,253 Employee Stock Purchase Plan In March 2021, the Board approved the Company’s 2021 Employee Stock Purchase Plan (“ESPP”), and employees became eligible to enroll in August 2021. Purchases are accomplished through participation in discrete offering periods. The ESPP is available to U.S.-based employees and was expanded to most of the Company’s non-U.S.-based employees in 2022. The current offering period began on June 1, 2023 and will end on November 30, 2023. The Company expects the program to continue consecutively for six-month offering periods for the foreseeable future. Under the ESPP, eligible employees are able to acquire shares of the Company’s common stock by accumulating funds through payroll deductions. The purchase price for shares of common stock purchased under the ESPP is 85% of the lesser of the fair market value of the common stock on (i) the first trading day of the applicable offering period and (ii) the last trading day of the applicable offering period. Employees are required to hold shares purchased for a minimum of six months following the purchase date. Stock-based compensation expense for the ESPP is recognized on a straight-line basis over the requisite service period of each award. Stock-based compensation expense related to the ESPP totaled $0.2 million and $0.3 million for the three and six months ended June 30, 2023. Stock-based compensation expense related to the ESPP totaled $0.1 million and $0.2 million for the three and six months ended June 30, 2022, respectively. |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 6 Months Ended |
Jun. 30, 2023 | |
Supplemental Financial Statement Information | |
Supplemental Financial Statement Information | 12. Supplemental Financial Statement Information Accrued Expenses Accrued expenses as of June 30, 2023 and December 31, 2022 were as follows: As of (in thousands) June 30, 2023 December 31, 2022 Vendor payments $ 5,398 $ 4,824 Employee commissions and bonuses 14,930 17,718 Payroll and other employee related expense 12,846 7,024 401k and pension expense 1,469 2,144 Other taxes 2,302 1,375 Total accrued expenses $ 36,945 $ 33,085 Other (Income) Expense, Net Other (income) expense, net primarily consists of interest income and the impact of foreign currency transaction gains and losses associated with monetary assets and liabilities. For the three and six months ended June 30, 2023, Other (income) expense, net was $2.5 million and $5.2 million, respectively, primarily consisting of interest income earned on interest-bearing monetary assets. For the three and six months ended June 30, 2022, Other (income) expense, net was $0.1 million and $0.2 million, respectively, primarily related to losses from changes in foreign exchange rates. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies. | |
Commitments and Contingencies | 13. Commitments and Contingencies Contingencies Litigation From time to time, the Company is subject to various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. The Company records liabilities for contingencies including legal costs when it is probable that a liability has been incurred and when the amount can be reasonably estimated. Legal costs are expensed as incurred. Although the outcome of the various legal proceedings and claims cannot be predicted with certainty, management does not believe that any of these proceedings or other claims will have a material effect on the Company’s business, financial condition, results of operations or cash flows. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2023 | |
Segment Information | |
Segment Information | 14. Segment Information The Company has determined that it operates as one operating and reportable |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events | |
Subsequent Events | 15. Subsequent Events On July 18, 2023, the Company granted 11 stock options and 90 restricted stock units to employees under the 2021 Equity Plan. On July 31, 2023, the Company announced an agreement to acquire Scibids Technology SAS (“Scibids”) on a cash free, debt free basis for $125 million, consisting of approximately $66 million payable in cash and the remaining amount payable in DoubleVerify common stock, subject to customary adjustments. The pending acquisition of Scibids includes potential additional consideration payable to the sellers based on Scibids’ achievement of certain performance milestones for the year ended December 31, 2023. Scibids is a global leader in AI-powered digital campaign optimization and builds AI that automates and optimizes programmatic buying of digital ad campaigns. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Basis of Presentation and Summary of Significant Accounting Policies | |
Basis of Preparation and Principles of Consolidation | Basis of Preparation and Principles of Consolidation The accompanying Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022, the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and six months ended June 30, 2023 and 2022, the Condensed Consolidated Statements of Stockholders’ Equity for the three and six months ended June 30, 2023 and 2022, and the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022 reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results for the periods shown in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules and regulations of the SEC for interim financial reporting periods. Accordingly, certain information and footnote disclosures have been condensed or omitted pursuant to SEC rules that would ordinarily be required under GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in its Annual Report on Form 10-K for the year ended December 31, 2022. |
Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements | Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, assumptions in valuing acquired assets and liabilities assumed in business combinations, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. These estimates are based on the information available as of the date of the Condensed Consolidated Financial Statements . |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents. Pursuant to the Company’s investment policy, its surplus funds are kept as cash or cash equivalents in treasury bills, money market funds and savings accounts to reduce the Company’s exposure to market risk. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue | |
Schedule of disaggregated revenue | Three Months Ended Six Months Ended June 30, June 30, ( in thousands) 2023 2022 2023 2022 Activation $ 77,942 $ 60,495 $ 147,834 $ 113,526 Measurement 44,989 38,903 86,374 72,737 Supply-side customer 10,813 10,407 22,130 20,265 Total revenue $ 133,744 $ 109,805 $ 256,338 $ 206,528 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets | |
Summary of changes to the goodwill carrying value | (in thousands) Goodwill at December 31, 2022 $ 343,011 Foreign exchange impact 671 Goodwill at June 30, 2023 $ 343,682 |
Schedule of intangible assets and related accumulated amortization | ( in thousands) June 30, 2023 December 31, 2022 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying Amount Amortization Amount Amount Amortization Amount Trademarks and brands $ 11,733 $ (4,717) $ 7,016 $ 11,733 $ (4,294) $ 7,439 Customer relationships 145,925 (55,974) 89,951 145,834 (49,587) 96,247 Developed technology 76,785 (50,783) 26,002 76,677 (44,956) 31,721 Non-compete agreements 65 (60) 5 64 (42) 22 Total intangible assets $ 234,508 $ (111,534) $ 122,974 $ 234,308 $ (98,879) $ 135,429 (In years) Trademarks and brands 9 Customer relationships 7 Developed technology 2 Non-compete agreements 1 |
Schedule of Estimated future expected amortization expense of intangible assets | (in thousands) 2023 (for remaining six months) $ 13,112 2024 22,792 2025 20,836 2026 16,082 2027 13,872 2028 13,451 Thereafter 22,829 Total $ 122,974 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment | |
Schedule of Property, Plant and Equipment | As of (in thousands) June 30, 2023 December 31, 2022 Computers and peripheral equipment $ 24,739 $ 19,189 Office furniture and equipment 3,014 2,542 Leasehold improvements 32,008 29,678 Capitalized software development costs 25,920 22,026 Less accumulated depreciation and amortization (30,888) (26,401) Total property, plant and equipment, net $ 54,793 $ 47,034 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases | |
Schedule of lease cost and other information about leases | Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2023 2022 2023 2022 Lease cost: Operating lease cost (1) $ 2,582 $ 2,747 $ 5,169 $ 5,625 Finance lease cost: Depreciation of finance lease assets (2) 314 330 531 702 Interest on finance lease liabilities (3) 43 37 66 79 Short-term lease cost (1) 243 277 489 528 Sublease income (1) (267) (89) (534) (89) Total lease cost $ 2,915 $ 3,302 $ 5,721 $ 6,845 Other information: Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows from operating leases $ 1,516 $ 1,139 $ 2,852 $ 2,319 Operating cash outflows from finance leases $ 17 $ 37 $ 40 $ 72 Financing cash outflows from finance leases $ 515 $ 427 $ 1,028 $ 907 (1) Included in Cost of revenue, Sales, marketing and customer support, Product development and General and administrative expenses in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (2) Included in Depreciation and amortization in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. (3) Included in Interest expense in the accompanying Condensed Consolidated Statements of Operations and Comprehensive Income. |
Schedule of weighted-average remaining lease terms and discount rates | The following table presents weighted-average remaining lease terms and weighted-average discount rates for finance and operating leases as of June 30, 2023 and 2022, respectively: June 30, 2023 2022 Weighted-average remaining lease term - operating leases (in years) 13.8 14.4 Weighted-average remaining lease term - finance leases (in years) 2.6 2.0 Weighted-average discount rate - operating leases 4.5% 4.4% Weighted-average discount rate - finance leases 5.2% 3.7% |
Schedule of the future operating lease commitment under agreement | Maturities of lease liabilities as of June 30, 2023 are as follows: June 30, 2023 (in thousands) Operating Leases Finance Leases 2023 (for remaining six months) $ 4,625 $ 2,022 2024 8,581 2,579 2025 7,598 2,150 2026 6,782 825 2027 6,659 — 2028 6,750 — Thereafter 74,037 — Total lease payments 115,032 7,576 Less amount representing interest (32,812) (499) Present value of total lease payments $ 82,220 $ 7,077 |
Schedule of maturities of finance lease liabilities | June 30, 2023 (in thousands) Operating Leases Finance Leases 2023 (for remaining six months) $ 4,625 $ 2,022 2024 8,581 2,579 2025 7,598 2,150 2026 6,782 825 2027 6,659 — 2028 6,750 — Thereafter 74,037 — Total lease payments 115,032 7,576 Less amount representing interest (32,812) (499) Present value of total lease payments $ 82,220 $ 7,077 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Measurement | |
Schedule of financial instruments measured at fair value on recurring basis | As of June 30, 2023 Quoted Market Prices in Active Significant ( in thousands) Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 49,716 $ — $ — $ 49,716 As of December 31, 2022 Quoted Market Prices in Active Significant (in thousands) Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Tota1 Fair Value (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 11,710 $ — $ — $ 11,710 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share | |
Schedule of computations of the basic and diluted EPS | Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Numerator: Net Income (basic and diluted) $ 12,839 $ 10,290 $ 25,014 $ 14,869 Denominator: Weighted-average common shares outstanding 166,540 163,610 166,088 163,114 Dilutive effect of share-based awards 5,948 6,613 6,041 7,245 Weighted-average dilutive shares outstanding 172,488 170,223 172,129 170,359 Basic earnings per share $ 0.08 $ 0.06 $ 0.15 $ 0.09 Diluted earnings per share $ 0.07 $ 0.06 $ 0.15 $ 0.09 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Stock-Based Compensation | |
Schedule of stock option activity | Stock Option Weighted Average Remaining Number of Weighted Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of December 31, 2022 11,861 $ 13.43 7.17 $ 129,323 Options granted 850 25.03 Options exercised (1,295) 4.46 Options forfeited (63) 26.03 Outstanding as of June 30, 2023 11,353 $ 15.25 7.07 $ 268,700 Options expected to vest as of June 30, 2023 4,071 $ 23.55 8.51 $ 62,578 Options exercisable as of June 30, 2023 6,989 $ 9.96 6.13 $ 202,429 |
Schedule of Black-Scholes-Merton option-pricing model | 2023 Risk - free interest rate (percentage) 3.6 Expected term (years) 6.1 Expected dividend yield (percentage) — Expected volatility (percentage) 46.5 |
Schedule of restricted stock activity | Restricted Stock Units Number of Weighted Average Shares Grant Date Fair Value Outstanding as of December 31, 2022 3,154 $ 27.07 Granted 2,197 25.39 Vested (599) 25.88 Forfeited (124) 27.10 Outstanding as of June 30, 2023 4,628 $ 26.43 |
Schedule of stock-based compensation expense | Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2023 2022 2023 2022 Product development $ 5,975 $ 3,544 $ 10,354 $ 6,910 Sales, marketing and customer support 4,746 2,587 8,253 6,416 General and administrative 4,446 3,128 8,373 6,927 Total stock-based compensation $ 15,167 $ 9,259 $ 26,980 $ 20,253 |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies. | |
Schedule of accrued expenses | As of (in thousands) June 30, 2023 December 31, 2022 Vendor payments $ 5,398 $ 4,824 Employee commissions and bonuses 14,930 17,718 Payroll and other employee related expense 12,846 7,024 401k and pension expense 1,469 2,144 Other taxes 2,302 1,375 Total accrued expenses $ 36,945 $ 33,085 |
Description of Business (Detail
Description of Business (Details) - segment | 6 Months Ended | |
Jun. 30, 2023 | Aug. 18, 2017 | |
Business Combinations | ||
Number of reportable segments | 1 | |
DoubleVerify Inc. | ||
Business Combinations | ||
Ownership percentage acquired | 100% |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Disaggregation of revenue | |||||
Total revenue | $ 133,744 | $ 109,805 | $ 256,338 | $ 206,528 | |
Unbilled receivable | 52,900 | 52,900 | $ 52,700 | ||
Activation | |||||
Disaggregation of revenue | |||||
Total revenue | 44,989 | 38,903 | 86,374 | 72,737 | |
Measurement | |||||
Disaggregation of revenue | |||||
Total revenue | 77,942 | 60,495 | 147,834 | 113,526 | |
Supply-side customer | |||||
Disaggregation of revenue | |||||
Total revenue | $ 10,813 | $ 10,407 | $ 22,130 | $ 20,265 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Changes to the goodwill carrying value | |
Goodwill at Beginning | $ 343,011 |
Foreign exchange impact | 671 |
Goodwill at Ending | $ 343,682 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of Company's intangible assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | $ 234,508 | $ 234,508 | $ 234,308 | ||
Accumulated Amortization | (111,534) | (111,534) | (98,879) | ||
Total | 122,974 | 122,974 | 135,429 | ||
Amortization expense | 6,400 | $ 6,200 | 12,600 | $ 12,600 | |
Trademarks and brands | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 11,733 | 11,733 | 11,733 | ||
Accumulated Amortization | (4,717) | (4,717) | (4,294) | ||
Total | 7,016 | 7,016 | 7,439 | ||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 145,925 | 145,925 | 145,834 | ||
Accumulated Amortization | (55,974) | (55,974) | (49,587) | ||
Total | 89,951 | 89,951 | 96,247 | ||
Developed technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 76,785 | 76,785 | 76,677 | ||
Accumulated Amortization | (50,783) | (50,783) | (44,956) | ||
Total | 26,002 | 26,002 | 31,721 | ||
Non-compete agreements | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 65 | 65 | 64 | ||
Accumulated Amortization | (60) | (60) | (42) | ||
Total | $ 5 | $ 5 | $ 22 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Estimated future expected amortization expense (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2023 (for remaining nine months) | $ 13,112 | |
2024 | 22,792 | |
2025 | 20,836 | |
2026 | 16,082 | |
2027 | 13,872 | |
2028 | 13,451 | |
Thereafter | 22,829 | |
Total | $ 122,974 | $ 135,429 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Weighted-average remaining useful life (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||
Impairment of intangible assets | $ 0 | $ 0 |
Trademarks and brands | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining useful life | 9 years | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining useful life | 7 years | |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining useful life | 2 years | |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining useful life | 1 year |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||||
Less accumulated depreciation and amortization | $ (30,888) | $ (30,888) | $ (26,401) | ||
Total property, plant and equipment, net | 54,793 | 54,793 | 47,034 | ||
Depreciation expense | 3,300 | $ 2,100 | 6,100 | $ 4,800 | |
Computers and Peripheral Equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment gross | 24,739 | 24,739 | 19,189 | ||
Finance lease assets | 17,700 | 17,700 | 12,300 | ||
Finance lease assets, accumulated depreciation | 11,700 | 11,700 | 11,200 | ||
Office Furniture and Equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment gross | 3,014 | 3,014 | 2,542 | ||
Leasehold Improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment gross | 32,008 | 32,008 | 29,678 | ||
Capitalized software development costs | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment gross | $ 25,920 | $ 25,920 | $ 22,026 |
Leases - Leases Cost (Details)
Leases - Leases Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Lease cost: | ||||
Operating lease cost (1) | $ 2,582 | $ 2,747 | $ 5,169 | $ 5,625 |
Finance lease cost | ||||
Depreciation of finance lease assets (2) | 314 | 330 | 531 | 702 |
Interest on finance lease liabilities (3) | 43 | 37 | 66 | 79 |
Short-term lease cost (1) | 243 | 277 | 489 | 528 |
Sublease income (1) | (267) | (89) | (534) | (89) |
Total lease cost | 2,915 | 3,302 | 5,721 | 6,845 |
Cash paid for amounts included in the measurement of lease liabilities | ||||
Operating cash outflows from operating leases | 1,516 | 1,139 | 2,852 | 2,319 |
Operating cash outflows from finance leases | 17 | 37 | 40 | 72 |
Financing cash outflows from finance leases | $ 515 | $ 427 | $ 1,028 | $ 907 |
Leases - Weighted-average remai
Leases - Weighted-average remaining lease terms and discount rates (Details) | Jun. 30, 2023 | Jun. 30, 2022 |
Leases | ||
Weighted-average remaining lease term - operating leases (in years) | 13 years 9 months 18 days | 14 years 4 months 24 days |
Weighted-average remaining lease term - finance leases (in years) | 2 years 7 months 6 days | 2 years |
Weighted-average discount rate - operating leases | 4.50% | 4.40% |
Weighted-average discount rate - finance leases | 5.20% | 3.70% |
Leases - Maturities of Operatin
Leases - Maturities of Operating Lease Liabilities (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Maturities of operating lease liabilities | |
2023 (for remaining six months) | $ 4,625 |
2024 | 8,581 |
2025 | 7,598 |
2026 | 6,782 |
2027 | 6,659 |
2028 | 6,750 |
Thereafter | 74,037 |
Total lease payments | 115,032 |
Less amount representing interest | (32,812) |
Present value of total lease payments | $ 82,220 |
Leases - Maturities of Finance
Leases - Maturities of Finance Lease Liabilities (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Maturities of finance lease liabilities | |
2023 (for remaining six months) | $ 2,022 |
2024 | 2,579 |
2025 | 2,150 |
2026 | 825 |
Total lease payments | 7,576 |
Less amount representing interest | (499) |
Present value of total lease payments | $ 7,077 |
Fair Value Measurement - Fair v
Fair Value Measurement - Fair value on a recurring basis (Details) - Recurring - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Cash equivalents | $ 49,716 | $ 11,710 |
Level 1 | ||
Assets: | ||
Cash equivalents | $ 49,716 | $ 11,710 |
Fair Value Measurement - Narrat
Fair Value Measurement - Narrative (Details) - Level 1 - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Money Market Funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 11.7 | |
Treasury Bills | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 49.7 |
Long-term Debt (Details)
Long-term Debt (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Mar. 30, 2023 | Mar. 29, 2023 | Oct. 01, 2020 USD ($) | Mar. 31, 2023 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | ||||||
Maximum total net leverage ratio | 3.5 | |||||
Minimum fixed charge coverage ratio | 1.25 | |||||
Payments to revolving credit facility | $ 50,000 | |||||
Proceeds from revolving credit facility | 50,000 | |||||
Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of commitment fee payable periodically | 0.25% | |||||
Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of commitment fee payable periodically | 0.40% | |||||
Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 15,000 | |||||
New Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 150,000 | |||||
Outstanding amount | $ 0 | $ 0 | ||||
Payments to revolving credit facility | $ 50,000 | |||||
Proceeds from revolving credit facility | $ 50,000 | |||||
New Revolving Credit Facility | SOFR | ||||||
Debt Instrument [Line Items] | ||||||
Spread rate | 1% | |||||
New Revolving Credit Facility | Alternate Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Spread rate | 2% |
Income Tax (Details)
Income Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax | ||||
Income tax provision (benefit) | $ 4,034 | $ 2,510 | $ 9,541 | $ 512 |
Effective tax rate | 23.10% | 19.60% | 27.20% | 3.30% |
Effective income tax reconciliation, discrete items (as a percent) | (10.40%) | (6.20%) |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator: | ||||||
Net Income | $ 12,839 | $ 12,175 | $ 10,290 | $ 4,579 | $ 25,014 | $ 14,869 |
Denominator: | ||||||
Weighted-average common shares outstanding | 166,540 | 163,610 | 166,088 | 163,114 | ||
Dilutive effect of share-based awards | 5,948 | 6,613 | 6,041 | 7,245 | ||
Weighted-average dilutive shares outstanding | 172,488 | 170,223 | 172,129 | 170,359 | ||
Basic earnings per share | $ 0.08 | $ 0.06 | $ 0.15 | $ 0.09 | ||
Diluted earnings per share | $ 0.07 | $ 0.06 | $ 0.15 | $ 0.09 | ||
Weighted average shares issuable under stock-based awards, excluded from diluted EPS calculation | 8,600 | 5,500 | 7,700 | 5,200 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) | 6 Months Ended |
Jun. 30, 2023 | |
Equity Incentive Program | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Term of award | 10 years |
Employee Stock Option [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 4 years |
Restricted Stock Units (RSUs) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 4 years |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock option activity (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | |
Number of Options | ||
Outstanding beginning balance | shares | 11,861 | |
Options granted | shares | 850 | |
Options exercised | shares | (1,295) | |
Options forfeited | shares | (63) | |
Outstanding Ending balance | shares | 11,353 | 11,861 |
Options expected to vest | shares | 4,071 | |
Options exercisable | shares | 6,989 | |
Weighted Average Exercise Price | ||
Outstanding beginning balance (in dollars per share) | $ / shares | $ 13.43 | |
Options granted (in dollars per share) | $ / shares | 25.03 | |
Options exercised (in dollars per share) | $ / shares | 4.46 | |
Options forfeited (in dollars per share) | $ / shares | 26.03 | |
Outstanding ending balance (in dollars per share) | $ / shares | 15.25 | $ 13.43 |
Options expected to vest (in dollars per share) | $ / shares | 23.55 | |
Options exercisable (in dollars per share) | $ / shares | $ 9.96 | |
Additional disclosures | ||
Weighted Average Remaining Contractual Life (Years) | 7 years 25 days | 7 years 2 months 1 day |
Options expected to vest (in years) | 8 years 6 months 3 days | |
Options exercisable (Years) | 6 years 1 month 17 days | |
Aggregate Intrinsic Value, outstanding (Beginning balance) | $ | $ 129,323 | |
Aggregate Intrinsic Value, outstanding (ending balance) | $ | 268,700 | $ 129,323 |
Aggregate Intrinsic Value, expected to vest | $ | 62,578 | |
Aggregate Intrinsic Value, exercisable | $ | $ 202,429 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional information (Details) $ / shares in Units, shares in Thousands, $ in Millions | 6 Months Ended | |
Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) $ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding Ending balance | 11,353 | |
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 12.36 | $ 11.69 |
Intrinsic value | $ | $ 34.1 | $ 15.9 |
Options exercised | 1,295 | |
Performance and Market Based Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted | 0 | |
Outstanding Ending balance | 1,941 | |
Options exercised | 85 | |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted | 2,197 | |
Vested | 599 | |
Vested, Fair value | $ | $ 15.5 | |
Granted, Weighted average grant date fair value | $ / shares | $ 25.39 | |
Unrecognized stock-based compensation expense | $ | $ 139.4 | |
Weighted-average period over which unrecognized stock-based compensation expense are expected to be recognized | 1 year 6 months |
Stock-Based Compensation - Blac
Stock-Based Compensation - Black-Scholes-Merton option-pricing model (Details) | 6 Months Ended |
Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Risk - free interest rate (percentage) | 3.60% |
Expected term (years) | 6 years 1 month 6 days |
Expected volatility (percentage) | 46.50% |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted stock award activity (Details) - Restricted Stock Units (RSUs) shares in Thousands | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Number of Shares | |
Outstanding beginning balance | shares | 3,154 |
Granted | shares | 2,197 |
Vested | shares | (599) |
Forfeited | shares | (124) |
Outstanding ending balance | shares | 4,628 |
Weighted Average Grant Date Fair Value | |
Outstanding beginning balance (in dollars per share) | $ / shares | $ 27.07 |
Granted (in dollars per share) | $ / shares | 25.39 |
Vested (in dollars per share) | $ / shares | 25.88 |
Forfeited (in dollars per share) | $ / shares | 27.10 |
Outstanding ending balance (in dollars per share) | $ / shares | $ 26.43 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock-based compensation expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based payment arrangements information | ||||
Total stock-based compensation | $ 15,167 | $ 9,259 | $ 26,980 | $ 20,253 |
Product development | ||||
Share-based payment arrangements information | ||||
Total stock-based compensation | 5,975 | 3,544 | 10,354 | 6,910 |
Sales, marketing and customer support | ||||
Share-based payment arrangements information | ||||
Total stock-based compensation | 4,746 | 2,587 | 8,253 | 6,416 |
General and administrative | ||||
Share-based payment arrangements information | ||||
Total stock-based compensation | $ 4,446 | $ 3,128 | $ 8,373 | $ 6,927 |
Stock-Based Compensation - Empl
Stock-Based Compensation - Employee stock purchase plan (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 15,167 | $ 9,259 | $ 26,980 | $ 20,253 |
2021 Employee Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 200 | $ 100 | $ 300 | $ 200 |
Supplemental Financial Statem_3
Supplemental Financial Statement Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Accrued Liabilities, Current [Abstract] | |||||
Vendor payments | $ 5,398 | $ 5,398 | $ 4,824 | ||
Employee commissions and bonuses | 14,930 | 14,930 | 17,718 | ||
Payroll and other employee related expense | 12,846 | 12,846 | 7,024 | ||
401k and pension expense | 1,469 | 1,469 | 2,144 | ||
Other taxes | 2,302 | 2,302 | 1,375 | ||
Total accrued expense | 36,945 | 36,945 | $ 33,085 | ||
Other (income) expense, net | $ 2,500 | $ 5,200 | |||
Losses from changes in foreign exchange rates | $ (200) | ||||
Maximum | |||||
Accrued Liabilities, Current [Abstract] | |||||
Losses from changes in foreign exchange rates | $ (100) |
Segment Information (Details)
Segment Information (Details) | 6 Months Ended |
Jun. 30, 2023 segment | |
Segment Information | |
Number of operating segments | 1 |
Number of reportable segments | 1 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) shares in Thousands, $ in Millions | 6 Months Ended | ||
Jul. 31, 2023 | Jul. 18, 2023 | Jun. 30, 2023 | |
Subsequent Event [Line Items] | |||
Options granted | 850 | ||
Restricted Stock Units (RSUs) | |||
Subsequent Event [Line Items] | |||
Granted | 2,197 | ||
Subsequent Event | Scibids | |||
Subsequent Event [Line Items] | |||
Consideration transferred | $ 125 | ||
Cash consideration | $ 66 | ||
Subsequent Event | Employee Stock Option [Member] | |||
Subsequent Event [Line Items] | |||
Options granted | 11 | ||
Subsequent Event | Restricted Stock Units (RSUs) | |||
Subsequent Event [Line Items] | |||
Granted | 90 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||||
Net Income (Loss) | $ 12,839 | $ 12,175 | $ 10,290 | $ 4,579 | $ 25,014 | $ 14,869 |
Insider Trading Arrangements
Insider Trading Arrangements | 6 Months Ended |
Jun. 30, 2023 | |
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 |