Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2021 | Sep. 01, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q/A | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-40680 | |
Entity Registrant Name | MeridianLink, Inc. | |
Entity Central Index Key | 0001834494 | |
Current Fiscal Year End Date | --12-31 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 33-0849406 | |
Entity Address, Address Line One | 1600 Sunflower Avenue | |
Entity Address, Address Line Two | #200 | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92626 | |
Entity Address, City or Town | Costa Mesa | |
City Area Code | 714 | |
Local Phone Number | 708-6950 | |
Title of 12(b) Security | Common stock, par value $0.001 per share | |
Trading Symbol | MLNK | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Ex Transition Period | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 80,440,593 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 29,236 | $ 37,739 |
Restricted cash | 2,221 | 2,142 |
Accounts receivable, net of allowance for doubtful accounts | 29,086 | 22,358 |
Prepaid expenses and other current assets | 9,322 | 5,812 |
Related party receivable from sellers of MeridianLink | 4,123 | |
Total current assets | 69,865 | 72,174 |
Property and equipment, net | 7,105 | 7,600 |
Intangible assets, net | 320,162 | 328,032 |
Deferred tax assets, net | 5,121 | 9,484 |
Goodwill | 565,054 | 542,965 |
Other assets | 3,043 | 3,450 |
Total assets | 970,350 | 963,705 |
Current liabilities: | ||
Accounts payable | 2,400 | 2,257 |
Accrued liabilities | 21,730 | 21,070 |
Deferred revenue | 21,094 | 10,873 |
TazWorks, LLC purchase liability | 85,646 | |
Related party liability due to sellers of MeridianLink | 30,000 | |
Payable due to sellers of Teledata Communications, Inc. | 2,142 | |
Current portion of long-term debt, net of debt issuance costs | 1,757 | 2,955 |
Total current liabilities | 49,123 | 152,801 |
Long-term debt, net of debt issuance costs | 613,095 | 516,877 |
Deferred rent | 456 | 543 |
Other long-term liabilities | 127 | |
Total liabilities | 662,801 | 670,221 |
Commitments and contingencies (Note 4) | ||
Class A preferred units, no par value, unlimited units authorized, 319,859 and 319,913 units issued and outstanding as of June 30, 2021 and December 31, 2020, respectively; liquidation preference of $420,706 and $402,607 as of June 30, 2021 and December 31, 2020, respectively | 319,859 | 319,913 |
Members' Deficit | ||
Class B common units, no par value, unlimited units authorized, 52,112,904 and 51,492,805 units issued and outstanding as of June 30, 2021 and December 31, 2020, respectively | 9 | |
Additional paid-in capital | 3,368 | 3,909 |
Accumulated deficit | (15,687) | (30,338) |
Total members' deficit | (12,310) | (26,429) |
Total liabilities, preferred units, and members' deficit | $ 970,350 | $ 963,705 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Class A Preferred Units | ||
Temporary equity units no par value | $ 0 | $ 0 |
Temporary equity unlimited units authorized | unlimited | unlimited |
Temporary equity shares issued | 319,859 | 319,913 |
Temporary equity shares outstanding | 319,859 | 319,913 |
Temporary equity liquidation preference value | $ 420,706 | $ 402,607 |
Class B Common Units | ||
Common units no par value | $ 0 | $ 0 |
Common stock shares authorized unlimited | Unlimited | Unlimited |
Common units issued | 52,112,904 | 51,492,805 |
Common units outstanding | 52,112,904 | 51,492,805 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenues, net | $ 68,474 | $ 49,535 | $ 136,285 | $ 93,153 |
Cost of revenues: | ||||
Subscription and services | 17,997 | 12,114 | 34,611 | 23,249 |
Amortization of developed technology | 3,109 | 2,131 | 5,971 | 4,204 |
Total cost of revenues | 21,106 | 14,245 | 40,582 | 27,453 |
Gross profit | 47,368 | 35,290 | 95,703 | 65,700 |
Operating expenses: | ||||
General and administrative | 16,622 | 13,693 | 34,967 | 27,318 |
Research and development | 7,288 | 4,726 | 14,274 | 9,033 |
Sales and marketing | 4,224 | 2,177 | 7,823 | 4,201 |
Total operating expenses | 28,134 | 20,596 | 57,064 | 40,552 |
Operating income | 19,234 | 14,694 | 38,639 | 25,148 |
Other (income) expense, net: | ||||
Other income | (10) | (23) | (30) | (24) |
Interest expense, net | 9,846 | 8,517 | 19,908 | 17,374 |
Total other expense, net | 9,836 | 8,494 | 19,878 | 17,350 |
Income before provision for income taxes | 9,398 | 6,200 | 18,761 | 7,798 |
Provision for income taxes | 1,966 | 1,304 | 4,098 | 1,576 |
Net income | 7,432 | 4,896 | 14,663 | 6,222 |
Class A preferred return | (9,232) | (8,462) | (18,165) | (16,747) |
Net loss attributable to common unitholders | $ (1,800) | $ (3,566) | $ (3,502) | $ (10,525) |
Weighted average units outstanding – basic and diluted | 52,015,526 | 51,248,738 | 51,843,086 | 51,024,837 |
Loss per common unit – basic and diluted | $ (0.03) | $ (0.07) | $ (0.07) | $ (0.21) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Preferred Units and Members' Deficit - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Beginning balance | $ (20,416) | $ (26,429) | $ (34,372) | $ (36,191) | $ (26,429) | $ (36,191) |
Payment of Class A units cumulative preferred return | (12) | (131) | (4) | |||
Vesting of Class B carried equity units | 9 | 38 | 39 | 14 | 47 | 53 |
Repurchase of vested units | (1,887) | (1,263) | (157) | |||
Unit-based compensation expense | 665 | 643 | 673 | 640 | ||
Net income | 7,432 | 7,231 | 4,896 | 1,326 | 14,663 | 6,222 |
Ending balance | (12,310) | (20,416) | (30,158) | (34,372) | (12,310) | (30,158) |
Class A Preferred Units | ||||||
Beginning balance | $ 319,859 | $ 319,913 | $ 320,790 | $ 320,820 | $ 319,913 | $ 320,820 |
Beginning balance (Shares) | 319,859 | 319,913 | 320,790 | 320,820 | 319,913 | 320,820 |
Repurchase of vested units | $ (54) | $ (870) | $ (30) | |||
Repurchase of vested units (Shares) | (54) | (870) | (30) | |||
Ending balance | $ 319,859 | $ 319,859 | $ 319,920 | $ 320,790 | $ 319,859 | $ 319,920 |
Ending balance (Shares) | 319,859 | 319,859 | 319,920 | 320,790 | 319,859 | 319,920 |
Class B Common Units | ||||||
Beginning balance | $ 0 | $ 1,228 | $ 1,371 | $ 0 | $ 1,371 | |
Beginning balance (Shares) | 51,964,388 | 51,492,805 | 50,924,475 | 50,732,795 | 51,492,805 | 50,732,795 |
Vesting of Class B carried equity units | $ 9 | $ 38 | $ 39 | $ 14 | ||
Vesting of Class B carried equity units (Shares) | 148,516 | 575,004 | 579,505 | 217,634 | ||
Repurchase of vested units | $ (38) | $ (1,263) | $ (157) | |||
Repurchase of vested units (Shares) | (103,421) | (208,431) | (25,954) | |||
Ending balance | $ 9 | $ 4 | $ 1,228 | $ 9 | $ 4 | |
Ending balance (Shares) | 52,112,904 | 51,964,388 | 51,295,549 | 50,924,475 | 52,112,904 | 51,295,549 |
Additional paid-in capital | ||||||
Beginning balance | $ 2,703 | $ 3,909 | $ 2,431 | $ 1,791 | $ 3,909 | $ 1,791 |
Repurchase of vested units | (1,849) | |||||
Unit-based compensation expense | 665 | 643 | 673 | 640 | ||
Ending balance | 3,368 | 2,703 | 3,104 | 2,431 | 3,368 | 3,104 |
Accumulated deficit | ||||||
Beginning balance | (23,119) | (30,338) | (38,031) | (39,353) | (30,338) | (39,353) |
Payment of Class A units cumulative preferred return | (12) | (131) | (4) | |||
Net income | 7,432 | 7,231 | 4,896 | 1,326 | ||
Ending balance | $ (15,687) | $ (23,119) | $ (33,266) | $ (38,031) | $ (15,687) | $ (33,266) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 14,663 | $ 6,222 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 24,957 | 19,458 |
Provision for doubtful accounts | 89 | 300 |
Amortization of debt issuance costs | 1,817 | 349 |
Unit-based compensation expense | 1,308 | 1,313 |
Loss on disposal of fixed assets | 207 | 72 |
Loss on sublease liability | 405 | |
Other adjustments | (16) | |
Deferred income taxes | 3,842 | 1,522 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,641) | (5,777) |
Prepaid expenses and other assets | (1,774) | (1,030) |
Accounts payable | (39) | 972 |
Accrued liabilities | (3,081) | (339) |
Deferred revenue | 10,221 | 7,286 |
Deferred rent | (49) | (31) |
Net cash provided by operating activities | 49,909 | 30,317 |
Cash flows from investing activities: | ||
Acquisitions, net of cash acquired – TazWorks, LLC | (85,421) | |
Acquisitions, net of cash acquired – Saylent Technologies, Inc | (35,957) | |
Capitalized software additions | (2,216) | (1,428) |
Purchases of property and equipment | (553) | (2,829) |
Net cash used in investing activities | (124,147) | (4,257) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 100,000 | |
Principal payments of long-term debt | (2,590) | (2,078) |
Payments of debt issuance costs | (1,970) | 0 |
Payments of financing obligation due to related party | (40) | |
Payments of Class A cumulative preferred return | (12) | (135) |
Payments of deferred offering costs | (2,008) | |
Holdback payment to prior shareholders | (25,665) | |
Net cash provided by (used in) financing activities | 65,814 | (4,573) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (8,424) | 21,487 |
Cash, cash equivalents, and restricted cash, beginning of period | 39,881 | 97,770 |
Cash, cash equivalents, and restricted cash, end of period | 31,457 | 119,257 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 18,078 | 17,258 |
Cash paid for income taxes | 212 | 69 |
Non-cash investing and financing activities: | ||
Purchases of property and equipment included in accounts payable and accrued expenses | 56 | 146 |
Deferred offering costs included in accounts payable and accrued expenses | 327 | |
Vesting of Class B Units | 47 | 53 |
Paycheck Protection Program ("PPP") Loan forgiven, reclassified from long- and short-term debt to payable due to sellers of Teledata Communications, Inc | 2,142 | |
Related party receivable net against holdback payment to prior shareholders | 4,335 | |
Repurchases of Class A Units | ||
Cash flows from financing activities: | ||
Payments for Repurchase of Other Equity | (54) | (900) |
Repurchases of Class B Units | ||
Cash flows from financing activities: | ||
Payments for Repurchase of Other Equity | (1,887) | (1,420) |
Cash and cash equivalents | ||
Cash flows from financing activities: | ||
Cash, cash equivalents, and restricted cash, end of period | 29,236 | $ 119,257 |
Restricted cash | ||
Cash flows from financing activities: | ||
Cash, cash equivalents, and restricted cash, end of period | $ 2,221 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Note 1 – Organization and Description of Business Project Angel Parent, LLC, (“Parent”), conducting business as MeridianLink, Inc., and its wholly-owned subsidiaries, (collectively the “Company,”) provides secure, cloud-based digital solutions that transform the ways in which traditional and emerging financial services providers engage with account holders and end users. The Company sells its solutions to financial institutions, including banks, credit unions, mortgage lenders, specialty lending providers, and consumer reporting agencies. The Company delivers its solutions to the substantial majority of its customers using a software-as-a-service Under the terms of the Amended and Restated Limited Liability Company Operating Agreement (“Agreement”), dated as of May 31, 2018, of Project Angel Parent, LLC, the members are not obligated for debt, liabilities, contracts or other obligations of Project Angel Parent, LLC. Profits and losses are allocated to members as defined in the Agreement. Corporate Conversion Prior to July 27, 2021, the Company operated as a Delaware limited liability company under the name Project Angel Parent, LLC, which directly and indirectly held all the equity interests in its operating subsidiaries. On July 27, 2021, prior to the effectiveness of the registration statement for the Company’s initial public offering, MeridianLink, Inc., the operating company and the indirect wholly owned subsidiary of Project Angel Parent, LLC, changed its name to ML California Sub, Inc., and Project Angel Parent, LLC converted into a Delaware corporation pursuant to a statutory conversion and changed its name to MeridianLink, Inc. As a result of the corporate conversion, MeridianLink, Inc. succeeded to all property and assets, and debts and obligations of Project Angel Parent, LLC. Effective July 27, 2021, MeridianLink, Inc. is Upon its conversion into a corporation, the Company converted each of its outstanding Class A Units into a number of shares of common stock equal to the result of the accrued preferred return price per Class A Unit divided by the initial public offering price per share of common stock of $26.00. The preferred return price for each Class A Unit is equal to the future value of $1,000 at a 9% interest rate compounded quarterly over the time passed since the issuance of such unit. Upon the Company’s conversion into a corporation, the outstanding Class A Units converted into an aggregate of 16,607,235 shares of common stock. Additionally, all the outstanding Class B Units converted into an aggregate of 53,646,668 shares of common stock on a one-for-one The effects of the events described in the preceding two paragraphs are collectively referred to as the “Corporate Conversion.” In connection with the Corporate Conversion, outstanding options to purchase Class B Units granted under the Project Angel Parent, LLC 2019 Equity Option Plan (“2019 Option Plan”) were converted into options to purchase shares of common stock, and outstanding units granted under the Project Angel Parent, LLC Equity Plan (“Equity Plan”) were converted into shares of common stock or restricted stock, which have been granted under the 2021 Stock Option and Incentive Plan (“2021 Plan”). Initial Public Offering and Reverse Stock Split On July 28, 2021, the Company completed its initial public offering (“IPO”) through an underwritten sale of 14.4 million shares of its common stock, of which 10.0 million shares were sold by the Company at a price to the public of $26.00 per share. The Company received net proceeds of approximately $241.5 million after deducting approximately $18.5 million in underwriting discounts, commissions, and offering-related expenses. The IPO also included the sale of 3.2 million shares of our common stock by the selling stockholders. The Company did not receive any proceeds from the sale of common stock by the selling stockholders. Additionally, the selling stockholders granted the underwriters an option, exercisable for 30 days after the effective date of the Prospectus, to purchase up to 2.0 million additional shares of common stock. The option was exercised for 1.2 million additional shares on August 26, 2021. I n Upon the Corporate Conversion, all then-outstanding shares of the Company’s Class A Preferred Units outstanding (see Note 6) In advance of the IPO, on July 16, 2021, the Company effected a 1 The condensed consolidated financial statements as of June 30, 2021, including unit and per unit amounts, do not give effect to the IPO, the Corporate Conversion, or the conversion of the Class A Preferred Units into common stock and related reclassification into permanent equity, as the IPO, the Corporate Conversion, and such conversions and reclassifications into permanent equity were completed subsequent to June 30, 2021. Novel Coronavirus (COVID-19) In March 2020, the World Health Organization characterized the novel coronavirus (“COVID-19”) COVID-19 On March 27, 2020, President Trump signed into law the “Coronavirus Aid, Relief and Economic Security (CARES) Act.” The Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The CARES Act did not have a material impact on the Company’s income tax provision in 2020 and 2021. To date, the Company has elected to defer employer social security payments until the fourth quarter of 2021 when they will begin to be repaid. In addition, as part of the Company’s acquisition of Teledata Communications, Inc., the Company assumed a $1.8 million liability within current portion of long-term debt, net of issuance costs and a $0.3 million liability within long-term debt, net of issuance costs, as of December 31, 2020 related to an outstanding preacquisition Paycheck Protection Program loan. As a condition of the purchase agreement, the funds were escrowed to cover the outstanding loan balance in the event that TCI did not receive full forgiveness of the loan. The loan was forgiven by the Small Business Association in June 2021. See Note 12 for subsequent events related to the Paycheck Protection Program Loan. Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these condensed consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. The Company expects to use the extended transition period for any other new or revised accounting standards during the period in which it remains an emerging growth company . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Basis of Presentation The interim condensed consolidated financial statements of the Company have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany balances and transactions have been eliminated in consolidation. The accompanying interim condensed consolidated balances sheets as of June 30, 2021 and December 31, 2020, and the interim condensed consolidated statements of operations, and statements of preferred units and members’ deficit for the three and six months ended June 30, 2021 and 2020, and the related disclosures are unaudited. In the Company’s opinion, the interim unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, consisting of normal, recurring adjustments, necessary for a fair presentation. Certain information and disclosures normally included in the notes to the annual consolidated financial statements prepared in accordance with GAAP have been omitted from these interim unaudited condensed consolidated financial statements pursuant to the rules and regulations of the SEC. Accordingly, these interim unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the accompanying notes for the fiscal year ended December 31, 2020 included within the Company’s prospectus dated July 27, 2021 (“Prospectus”) and as filed with the Securities and Exchange Commission (“SEC”) on July 28, 2021 pursuant to Rule 424(b) under the Securities Act of 1933, as amended (“Securities Act”). The results of operations for the six months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any other period. There have been no changes to the Company’s significant accounting policies described in the Company’s Prospectus that have had a material impact on its condensed consolidated financial statements and related notes. Operating and Reportable Segment As of June 30, 2021, the Company has operated and managed its business and financial information on a consolidated basis for the purposes of evaluating financial performance and the allocation of resources. Accordingly, the Company’s management determined that it operates in one operating and reportable segment that is focused exclusively on providing cloud-based digital solutions in the United States. In reaching this conclusion, management considers the definition of the chief operating decision maker (“CODM”), how the business is defined by the CODM, the nature of the information provided to the CODM and how that information is used to make operating decisions, allocate resources, and assess performance. The Company’s CODM is the chief executive officer. The results of operations provided to and analyzed by the CODM are at the consolidated level and accordingly, key resource decisions and assessment of performance are performed at the consolidated level. The Company assesses its determination of operating segments at least annually. The following table disaggregates the Company’s net revenues by solution type (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Lending Software Solutions $ 45,243 $ 32,799 $ 88,377 $ 63,338 Data Verification Software Solutions 23,231 16,736 47,908 29,815 Total $ 68,474 $ 49,535 $ 136,285 $ 93,153 Lending Software Solutions accounted for 66% of total revenues for both nded June June Business Combinations The Company accounts for business combinations in accordance with Accounting Standards Codification (“ASC”) 805, “Business Combinations.” The results of businesses acquired in a business combination are included in the Company’s condensed consolidated financial statements from the date of the acquisition. Purchase accounting results in assets and liabilities of an acquired business generally being recorded at their estimated fair values on the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill. Transaction costs associated with business combinations are expensed as incurred and are included in acquisition related costs in the condensed consolidated statements of operations. The Company performs valuations of assets acquired and liabilities assumed and allocates the purchase price to its respective assets and liabilities. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates, including the selection of valuation methodologies, estimates of future revenue, costs and cash flows, discount rates, and selection of comparable companies. The Company engages the assistance of valuation specialists in concluding on fair value measurements in connection with management’s determination of the fair values of assets acquired and liabilities assumed in a business combination. During the measurement period, if new information is obtained about facts and circumstances that existed as of the acquisition date, changes in the estimated fair values of the net assets recorded may change the amount of the purchase price allocable to goodwill. During the measurement period, which expires one year from the acquisition date, changes to any purchase price allocations that are material to the Company’s consolidated financial results will be adjusted prospectively. Use of Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenues and expenses. Significant items subject to such estimates include revenue recognition including determining the nature and timing of satisfaction of performance obligations, variable consideration, standalone selling price, and other revenue items requiring significant judgment; unit-based compensation; the fair value of acquired intangibles; the capitalization of software development costs; the useful lives of property and equipment and long-lived intangible assets; impairment of goodwill and long-lived assets; and income taxes. In accordance with GAAP, management bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances. Management regularly evaluates its estimates and assumptions using historical experience and other factors; however, actual results could differ significantly from those estimates. Accounting policies and estimates that most significantly impact the presented amounts within these financial statements are further described below: Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity date of three months or less to be cash equivalents. As of June 30, 2021 and December 31, 2020, cash consisted of checking deposit accounts and demand deposit accounts. There were no cash equivalents held as of June 30, 2021 or December 31, 2020. Restricted Cash Restricted cash included cash held in escrow to pay-off within long-term and short-term As of June 30, 2021, restricted cash included $0.1 million related to a standby letter of credit from the acquisition of Saylent Technologies, Inc. This standby letter of credit was for the security deposit of the Saylent office lease. Any cash that is legally or contractually restricted from immediate use is classified as restricted cash. Fair Value of Financial Instruments The Company accounts for certain of its financial assets at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows: • Level 1 – Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. • Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Inputs that are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The carrying amounts of the Company’s financial instruments, including cash and cash equivalents approximate fair value due to their high liquidity in actively quoted trading markets and their short maturities. The Company’s accounts receivable, related party receivable due from sellers of MeridianLink, accounts payable, accrued liabilities, related party liability due to sellers of MeridianLink, payable due to sellers of TCI, and deferred revenue approximate fair value due to their short maturities. The carrying value of the Company’s long-term debt is considered to approximate the fair value of such debt as of June 30, 2021 and December 31, 2020, based upon the interest rates that the Company believes it can currently obtain for similar debt. Certain trademark intangible assets were recorded at fair value as of December 31, 2020 in connection with the Company’s impairment testing. The inputs used to measure the fair value of these assets are primarily unobservable inputs and, as such, considered Level 3 fair value measurements. There were no assets or liabilities measured at fair value on a recurring or non-recurring Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents, and accounts receivable. Cash and cash equivalents are invested in short-term and highly liquid investment-grade obligations, which are held in safekeeping by large and creditworthy financial institutions. Deposits in these financial institutions may exceed federally insured limits. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable includes billed and unbilled receivables, net of allowance for doubtful accounts. Trade accounts receivable are recorded at invoiced amounts and do not bear interest. The expectation of collectability is based on a review of credit profiles of customers, contractual terms and conditions, current economic trends, and historical payment experience. The Company regularly reviews the adequacy of the allowance for doubtful accounts by considering the age of each outstanding invoice and the collection history of each customer to determine the appropriate amount of allowance for doubtful accounts. Allowance for doubtful accounts totaled $0.4 million and $0.6 million, and is classified as accounts receivable, net of allowance for doubtful accounts on the condensed consolidated balance sheets as of June 30, 2021 and December 31, 2020, respectively. Accounts receivable deemed uncollectible are charged against the allowance for doubtful accounts when identified. Bad debt expense is included in general and administrative expenses on the accompanying condensed consolidated statements of operations. Property and Equipment The Company records property and equipment at cost less accumulated depreciation. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows: Asset Category Life (years) Computer equipment and software 3 – 5 years Office equipment and furniture 3 – 7 years Buildings 25 years Leasehold improvement s Shorter of the lease term and the estimated useful lives of the assets Expenditures for maintenance and repairs are charged to expense as incurred, and major renewals and betterments are capitalized. Gains or losses on disposal of property and equipment are recognized in the period when the assets are sold or disposed of and the related cost and accumulated depreciation is removed from the accounts. Goodwill The Company evaluates and tests the recoverability of goodwill for impairment at least annually, on October 1, or more frequently if circumstances indicate that goodwill may not be recoverable. The Company performs the impairment testing by first assessing qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of its reporting unit is less than its carrying amount. The Company has one reporting unit. If, after assessing the totality of events or circumstances, the Company determines it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company tests for impairment by comparing the estimated fair value of the reporting unit with its carrying amount. The Company estimates the fair value of the reporting unit using a “step one” analysis using a fair-value-based approach based on the market capitalization or a discounted cash flow analysis of projected future results to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Any excess of the carrying amount of the reporting unit’s goodwill over its fair value is recognized as an impairment loss, and the carrying value of goodwill is written down. In assessing the qualitative factors, the Company considers the impact of certain key factors including macroeconomic conditions, industry and market considerations, management turnover, changes in regulation, litigation matters, changes in enterprise value, and overall financial performance. No goodwill impairment was recorded during the three and six months ended June 30, 2021 and 2020. Research and Development and Capitalized Software For development costs related to internal use software, such as the Company’s subscription offerings, the Company follows guidance of ASC 350-40, 350-40 Deferred Offering Costs Costs directly related to the Company’s IPO are deferred for expense recognition and instead capitalized and recorded on the accompanying condensed consolidated balance sheets. These costs consist of legal fees, accounting fees, and other applicable professional services incurred incrementally as a result of the IPO. These deferred offering costs were reclassified to additional paid-in Impairment of Long-Lived Assets Identifiable intangible assets with finite lives, such as developed technology, customers relationships, trademarks, and non- The Company evaluates the carrying value of long-lived assets, including intangible assets with finite lives and property and equipment, whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. If circumstances require a long-lived asset be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by an asset to the carrying value of the asset. If the carrying value of the long-lived asset is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. The impairment to be recognized is measured as the amount by which the carrying amount exceeds the fair value of the assets. No impairment of long-lived assets was recorded during the three and six months ended June 30, 2021 and 2020. Cumulative Preferred Return As of June 30, 2021 and prior to the Corporate Conversion, Class A preferred unitholders were entitled to a cumulative preferred return, as disclosed further in Note 6. At each reporting period-end, 480-10, Revenue Recognition Revenue-generating activities are directly related to the sale, implementation, and support of the Company’s solutions. The Company derives the majority of its revenues from subscription fees for the use of its solutions hosted in either the Company’s data centers or cloud-based hosting services, volume-based fees, as well as revenues for customer support and professional implementation services related to the Company’s solutions. Under ASC 606, “Revenue from Contracts with Customers,” revenue is recognized upon the transfer of control of a promised service to a customer in an amount that reflects the consideration the Company expects to receive in exchange for those services, net of sales taxes. The Company applies the following five-step revenue recognition model in accounting for its revenue arrangements: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when or as the Company satisfies the performance obligations. Subscription Fee Revenues The Company’s software solutions are generally available for use as hosted application arrangements under subscription fee agreements. The Company’s software solutions consist of an obligation for the Company to provide continuous access to a technology solution that it hosts and routine customer support, both of which the Company accounts for as a stand-ready performance obligation. Subscription fees from these applications are recognized over time on a ratable basis over the customer agreement term beginning on the date the Company’s solution is made available to the customer. Amounts that have been invoiced are recorded in accounts receivable and deferred revenues or revenues, depending on whether the revenue recognition criteria have been met. Additional fees for monthly usage above the levels included in the standard subscription fee are recognized as revenue in the month when the usage amounts are determined and reported. The Company has a limited number of legacy customers that host and manage its solutions on-premises on-premises Professional Services Revenues The Company offers implementation, consulting and training services for the Company’s software solutions and SaaS offerings. Revenues from services are recognized in the period the services are performed, provided that collection of the related receivable is probable. Other Revenues The Company enters into referral and marketing agreements with various third parties, in which revenues for the Company are primarily generated from transactions initiated by the third parties’ customers. The Company may introduce its customers to a referral partner or offer additional services available from the referral partner via an integration with the Company’s software solutions. Revenues are recognized in the period the services are performed, provided that collection of the related receivable is probable. The following table disaggregates the Company’s net revenues by major source (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Subscription fees $ 60,427 $ 44,000 $ 120,743 $ 82,771 Professional services 5,615 3,651 11,106 7,400 Other 2,432 1,884 4,436 2,982 Total revenues, net $ 68,474 $ 49,535 $ 136,285 $ 93,153 S Judgments A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of accounting in the new revenue standard. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Judgments include whether the series guidance under ASC 606 applicable to the Company’s subscription services and whether implementation and training services represent distinct performance obligations. The Company has contracts with customers that often include multiple performance obligations, usually including multiple subscription and implementation services. For these contracts, the Company accounts for distinct individual performance obligations separately by allocating the contract’s total transaction price to each performance obligation in an amount based on the relative In determining whether SaaS services are distinct, we considered whether the series guidance applies to the Company’s subscription services. The Company considered various factors including that substantially all the Company’s SaaS arrangements involve the transfer of a service to the customer, which represents a performance obligation that is satisfied over time because the customer simultaneously receives and consumes the benefits of the services provided. Customer support services, forms maintenance, and subscription services are considered a series of distinct services that are accounted for as a single performance obligation as the nature of the services are substantially the same and have the same pattern of transfer (i.e., distinct days of service). For these contracts, the Company allocates the ratable portion of the consideration to each period based on the services provided in such period. In determining whether implementation services are distinct from subscription services, the Company considered that there is not a significant level of integration between implementation and subscription services. Further, implementation services in our contracts provide benefit to the customer with other readily available resources and the implementation services generally are not interdependent with the SaaS subscription services. Therefore, implementation services are generally accounted for as a separate performance obligation, as they represent distinct services that provide benefit to the customer apart from SaaS services. Consulting and training services are generally considered a separate performance obligation as they are considered distinct services that provide a benefit to the customer on their own. The determination of SSP for each distinct performance obligation requires judgment. Performance obligations are generally sold at standard prices and subscriptions are generally coterminous. Therefore, it is rare that any reallocation of transaction consideration is required. The Company‘s best evidence of SSP is the observable price at which products and services are sold separately to customers in similar circumstances or to similar customers in a single transaction, which is generally the stated contract price. The Company believes that it is the passage of time that corresponds to the satisfaction of its subscription, implementation, and professional services performance obligations, so the appropriate measurement of progress is a time-based input method based on estimated or projected hours to complete the professional services. The Company evaluates whether it is the principal (i.e., reports revenues on a gross basis) or agent (i.e., reports revenues on a net basis) with respect to the vendor reseller agreements pursuant to which the Company resells certain third-party solutions along with the Company’s solutions. Generally, the Company reports revenues from these types of contracts on a gross basis, meaning the amounts billed to customers are recorded as revenues and expenses incurred are recorded as cost of revenues. Where the Company is the principal, it first obtains control of the inputs to the specific service and directs their use to create the combined output. The Company’s control is evidenced by its involvement in the integration of the partners’ services with the Company’s solutions before the partners’ services are transferred to the Company’s customers and is further supported by the Company being primarily responsible to the customers and having a level of discretion in establishing pricing. In cases where the Company does not obtain control prior to the transfer of services, and acts as an agent, revenue is reported on a net basis, with costs being recorded as a reduction to revenues. The Company has concluded that its subscription fees related to monthly usage above the levels included in the standard subscription fee relates specifically to the transfer of the service to the customer in that month and is consistent with the allocation objective of ASC 606 when considering all the performance obligations and payment terms in the contract. Therefore, the Company recognizes additional usage revenues in the month when the usage amounts are determined and reported. This allocation reflects the amount the Company expects to receive for the services for the given period. Contract Balances The timing of customer billing and payment relative to the start of the service period varies from contract to contract; however, the Company bills many of its customers in advance of the provision of services under its contracts, resulting in contract liabilities consisting of deferred revenue. Deferred revenue represents billings under noncancelable contracts before the related product or service is transferred to the customer. The payment terms and conditions vary by contract; however, the Company’s terms generally require payment within 30 days from the invoice date. In instances where the timing of revenue recognition differs from the timing of payment, the Company elected to apply the practical expedient in accordance with ASC 606 to not adjust contract consideration for the effects of a significant financing component. The Company expects, at contract inception, that the period between when promised goods and services are transferred to the customer and when the customer pays for those goods and services will be one year or less. As such, the Company determined its contracts do not generally contain a significant financing component. Deferred Revenue The deferred revenue balance consists of subscription and implementation fees which have been invoiced upfront and are recognized as revenue only when the revenue recognition criteria are met. The Company’s subscription contracts are typically invoiced to its customers annually, and revenue is recognized ratably over the service term. Implementation and service-based fees are most commonly invoiced 50% upfront and 50% upon completion. The Company believes that it is the passage of time that corresponds to the satisfaction of its subscription implementation and professional services performance obligations, so the appropriate measurement of progress is a time-based input method based on estimated or projected hours to complete the professional services. Accordingly, the Company’s deferred revenue balance does not include revenues for future years of multi-year noncancelable contracts that have not yet been billed and is considered current since the deferred balance will all be recognized within 12 months. The changes in the Company’s deferred revenue as of June 30, 2021 and 2020 were as follows (in thousands): Six Months Ended June 30, 2021 2020 Deferred revenue, beginning balance $ 10,873 $ 7,841 Billing of transaction consideration 146,506 100,440 Revenue recognized (136,285 ) (93,153 ) Deferred revenue, ending balance $ 21,094 $ 15,128 Assets Recognized from Costs to Obtain a Contract with a Customer The Company capitalizes sales commissions related to its customer agreements because the commission charges are so closely related to the revenues from the noncancelable customer agreements that they should be recorded as an asset and charged to expense over the expected period of customer benefit. The Company capitalizes commissions and bonuses for those involved in the sale of our SaaS offerings, including direct employees and indirect supervisors, as these are incremental to the sale. The Company begins amortizing deferred costs for a particular customer agreement once the revenue recognition criteria are met and amortizes those deferred costs over the expected period of customer benefit, which the Company estimates to be three years. The Company determined the period of benefit by considering factors such as historically high renewal rates with similar customers and contracts, initial contract length, an expectation that there will still be a demand for the product at the end of its term, and the significant costs to switch to a competitor’s product, all of which are governed by the estimated useful life of the technology. Current costs are included in prepaid expenses and other current assets, and non-current . The Company applies a practical expedient to expense costs to obtain a contract with a customer, as incurred, when the amortization period would have been one year or less. The following table represents the changes in contract cost assets (in thousands): Six Months Ended June 30, 2021 2020 Beginning balance $ 3,207 $ 1,635 Additions 1,940 814 Amortization (594 ) (297 ) Ending balance $ 4,553 $ 2,152 Contract cost assets, current $ 1,796 $ 825 Contract cost assets, noncurrent 2,757 1,327 Total deferred contract cost assets $ 4,553 $ 2,152 Cost of Revenues Cost of revenues consists primarily of salaries and other personnel-related costs, including employee benefits, bonuses, and unit-based compensation, for employees providing services to our customers. This includes the costs of our implementation, customer support, data center, and customer training personnel. Cost of revenues also includes the direct costs from third-party services included in our solutions, an allocation of general overhead costs, and the amortization of developed technology. We allocate general overhead expenses to all departments based on the number of employees in each department, which we consider to be a fair and representative means of allocation. Marketing Costs Marketing costs are expensed as incurred. Advertising and tradeshow expenses were $0.3 million and $0.1 million for the three months ended June 30, 2021 and 2020, respectively, and $0.4 million for both the six months ended June 30, 2021 and 2020. Advertising and tradeshow expenses are included in sales and marketing expenses in the accompanying condensed consolidated statements of operations. Deferred Financing Fees Deferred financing fees represent fees and other direct incremental costs incurred in connection with the Company’s debt. Deferred financing fees are netted against the Company’s debt. These amounts are amortized into interest expense over the estimated life of the debt using the effective interest method. In accordance with ASC 470-50, creditor-by-creditor Unit-Based Compensation The Company accounts for unit-based compensation by estimating the fair value of unit-based payment awards at the grant date. The Company estimates the fair value of its unit options using the Black-Scholes option-pricing model, and the portion that is ultimately expected to vest is recognized as compensation expense over the requisite service period. Calculating unit-based compensation expense requires the input of highly subjective assumptions, including the expected term of the unit-based awards, fair value of its units, and unit price volatility. The Company utilized an independent valuation specialist to assist with the Company’s determination of the fair value per unit. The methods used to determine the fair value per unit included discounted cash flow analysis, comparable public company analysis, and comparable acquisition analysis. Starting in the third quarter of 2020, the probability-weighted expected return method was used and considered multiple exit scenarios, including a near term IPO. The estimate of the expected term of options granted was determined by utilizing a weighted average approach, considering the use of the “simplified method” (where the expected term is presumed to be equal to the vesting period plus the midpoint of the remaining contractual term) and an expected liquidation event occurrence. The Company utilizes this method, as it does not have the historical experience to calculate the term. Since the Company was a privately-held entity with no historical data on volatility of its units until its IPO went effective in July 2021, the expected volatility is based on the volatility of similar entities (referred to as guideline companies). In evaluating similarity, the Company considered factors such as industry, stage of life cycle, size, and financial leverage. The assumptions used in calculating the fair value of unit-based awards represent the Company’s best estimates, but |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Note 3 – Balance Sheet Components Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): As of June 30, 2021 As of December 31, 2020 Prepaid expenses $ 4,585 $ 2,938 Capitalized contract costs – current 1,796 1,256 Deferred offering costs 2,767 995 Prepaid income taxes — 196 Others 174 427 Total prepaid expenses $ 9,322 $ 5,812 Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): As of June 30, 2021 As of December 31, 2020 Computer equipment and software $ 7,685 $ 7,317 Leasehold improvements 3,292 2,953 Office equipment and furniture 1,426 1,683 Construction in progress — 3 Total 12,403 11,956 Less: Accumulated depreciation and amortization (5,298 ) (4,356 ) Property and equipment, net $ 7,105 $ 7,600 Depreciation expense amounted to $0.6 million for both the three months ended June 30, 2021 and 2020, respectively, and $1.2 million for both the six months ended June 30, 2021 and 2020, respectively. The Company disposed of office furniture that resulted in a loss of $0.1 million and $0.0 million during the three months ended June 30, 2021 and 2020, respectively, and $0.2 million and $0.1 million during the six months ended June 30, 2021 and 2020, respectively. The losses are included in general and administrative expenses in the accompanying condensed consolidated statements of operations. Intangible Assets, Intangible assets, net consisted of the following (in thousands): As of June 30, 2021 Gross Amount Accumulated Net Carrying Customer relationships $ 328,600 $ (82,987 ) $ 245,613 Developed technology 74,800 (24,155 ) 50,645 Trademarks 24,175 (6,139 ) 18,036 Non-competition agreements 600 (75 ) 525 Capitalized software 8,102 (2,759 ) 5,343 $ 436,277 $ (116,115 ) $ 320,162 As of December 31, 2020 Gross Amount Accumulated Net Carrying Customer relationships $ 322,800 $ (66,750 ) $ 256,050 Developed technology 69,000 (19,275 ) 49,725 Trademarks 22,675 (4,637 ) 18,038 Capitalized software 5,887 (1,668 ) 4,219 $ 420,362 $ (92,330 ) $ 328,032 The estimated useful lives and weighted average amortization periods for intangible assets at June 30, 2021 and December 31, 2020 were as follows: Weighted-Average Amortization Period Customer relationships 10 years Developed technology 5-10 years Trademarks 10 years Non-competition agreements 2 years Capitalized software 3 years Amortization expense related to intangible assets was $12.0 million for the three months ended June 30, 2021, of which $3.1 million and $8.9 million, were included in cost of sales and general and administrative expense, respectively, on the accompanying condensed consolidated statements of operations. Amortization expense related to intangible assets was $9.2 million for the three months ended June 30, 2020, of which $2.1 million and $7.1 million, were included in cost of sales and general and administrative expense, respectively, on the accompanying condensed consolidated statements of operations. Amortization expense related to intangible assets was $23.8 million for the six months ended June 30, 2021, of which $6.0 million and $17.8 million, were included in cost of sales and general and administrative expense, respectively, on the accompanying condensed consolidated statements of operations. Amortization expense related to intangible assets was $18.3 million for the six months ended June 30, 2020, of which $4.2 million and $14.1 million, were included in cost of sales and general and administrative expense, respectively, on the accompanying condensed consolidated statements of operations. The estimated future amortization of intangible assets as of June 30, 2021 was as follows (in thousands): Years ending December 31, 2021 (remaining six months) $ 24,188 2022 48,039 2023 46,075 2024 44,344 2025 40,337 Thereafter 117,179 Total amortization expense $ 320,162 Accrued Liabilities Accrued liabilities consisted of the following (in thousands): As of 2021 December 31, Accrued bonuses $ 3,872 $ 5,423 Accrued payroll and payroll-related expenses 7,845 7,305 Sales tax liability from acquisitions 2,939 2,739 Accrued costs of revenues 3,740 1,988 Accrued operating costs 1,419 1,609 Other accrued expenses 1,915 2,006 $ 21,730 $ 21,070 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 4 – Commitments and Contingencies Legal Matters The Company is, and from time to time may be, involved in litigation relating to claims arising out of the Company’s operations in the normal course of business. Management is not currently aware of any legal proceedings or claims against it that could have a material adverse effect on the financial position, results of operations, or cash flows of the Company. However, the Company may be subject to various legal proceedings and claims that arise in the ordinary course of its business activities. Operating Lease Commitments The Company leases office space under various operating lease agreements that expire through December 2026. The Company recognizes the related rent expense on a straight-line basis over the term of each lease. Free rent and rental increases are recognized on a straight-line basis over the term of each lease. One of the leases is with a related party with a term date of December 2022. The monthly payments during both the three months ended June 30, 2021 and 2020 were $0.1 million, and the monthly payments during both the six months ended June 30, 2021 and 2020 were both $0.1 million. The monthly payments are subject to annual increases. During February 2021, the Company ceased using one of its leased office spaces and entered into a sublease agreement for a portion of the vacated space. The remaining portion of the vacated space remains available for sublease in future periods. The Company estimates the fair value of the lease termination obligation as of the cease-use sub-lease As of June 30, 2021, the Company’s future lease obligations totaled approximately $0.8 million, which were reduced for estimates for sublease rental income of $0.5 million, resulting in a net lease termination liability balance of $0.3 million. The Company also recorded a loss on contract termination of $0.4 million and a loss on disposal of assets of $0.1 million during the six months ended June 30, 2021. Both losses were included in general and administrative expenses on the condensed consolidated statements of operations for the six months ended June 30, 2021. In connection with the lease termination liability, the Company removed approximately $0.1 million of deferred rent on the original lease. Changes to accrued lease termination liability were as follows (in thousands): As of June 30, 2021 Accrued termination costs, January 1, 2021 $ — Additions to lease termination liability 454 Lease amounts paid, net of sublease income (125 ) Accrued termination costs, June 30, 2021 329 Less current portion (included in accrued liabilities) (202 ) Accrued termination costs, non-current $ 127 Future minimum lease payments under these noncancelable operating leases, and expected sublease receipts, as of June 30, 2021 were as follows (in thousands): Related Party Third Party Sublease Receipts Total Years Ending December 31, 2021 (remaining six months) $ 421 $ 538 $ (156 ) $ 803 2022 875 1,076 (295 ) 1,656 2023 — 1,099 — 1,099 2024 — 897 — 897 2025 — 319 — 319 Thereafter — 243 — 243 Total future minimum lease payments $ 1,296 $ 4,172 $ (451 ) $ 5,017 Rent expense has been recorded in the condensed consolidated statements of operations for the three and six months ended June 30, 2021 and 2020 as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Cost of revenues $ 217 $ 189 $ 452 $ 379 General and administrative 54 51 112 104 Research and development 139 117 292 237 Sales and marketing 65 43 130 80 Total rent expense $ 475 $ 400 $ 986 $ 800 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 5 – Long-Term Debt Long-term debt was comprised of the following (in thousands): As of June As of December 31, 2020 First lien $ 503,665 $ 406,255 Second lien 125,000 125,000 Paycheck Protection Program loan — 2,142 Total principal payments due 628,665 533,397 Debt issuance costs (13,813 ) (13,565 ) Total debt, net $ 614,852 $ 519,832 Less: Current portion of long-term debt First lien $ 5,179 $ 4,156 Paycheck Protection Program loan — 1,785 Debt issuance costs (3,422 ) (2,986 ) Total current portion of long-term debt, net 1,757 2,955 Non-current $ 613,095 $ 516,877 On May 31, 2018, Holdings, Intermediate and MeridianLink (collectively, the “Borrowers”) entered into a First Lien Credit Agreement (“First Lien”) and a Second Lien Credit Agreement (“Second Lien”). The First Lien consists of a $315.0 million term loan, itself consisting of a $245.0 million initial term loan and a delayed draw term loan of $70.0 million, as well as a $35.0 million revolving credit facility. Under the First Lien term loan, the Borrowers borrowed $245.0 million on May 31, 2018 and $70.0 million on June 7, 2018. The First Lien term loan requires quarterly principal payments equal to 0.25% of the original principal, with the remainder due at maturity. The First Lien term loan bears interest at a rate per annum equal to LIBOR plus 4.0% (which was 4.75% at both June 30, 2021 and December 31, 2020), and matures on May 31, 2025. The revolving credit facility includes a $5.0 million sublimit for the issuance of letters of credit. The First Lien revolving credit facility bears interest at a rate per annum equal to LIBOR plus 3.5% and matures on May 31, 2023. As of June 30, 2021 and December 30, 2020, there were no borrowings on the First Lien revolving credit facility, which bore interest at a rate of 4.25% as of June 30, 2021 and December 31, 2020. The First Lien revolving credit facility also requires a quarterly commitment fee based on the Borrower’s consolidated first lien net leverage ratio. As of June 30, 2021 and December 31, 2020, the applicable rate was 0.375%, which was applied against the $35 million unused revolving credit facility balance. The Second Lien consists of a term loan of $125.0 million, itself consisting of a $95.0 million initial term loan and a delayed draw term loan of $30.0 million. The Borrowers borrowed $95.0 million on May 31, 2018 and $30.0 million on June 7, 2018. The Second Lien term loan requires interest only payments, bears interest at a rate per annum equal to LIBOR plus 8.0% (which was 9.0% at both June 30, 2021 and December 31, 2020), and matures on May 29, 2026. The First and Second Liens are secured by substantially all assets of the Borrowers. Under the First Lien and Second Lien, the Borrowers are subject to various financial covenants, as well as customary affirmative and negative covenants, as discussed below. In connection with First Lien and Second Lien term loans, the Borrowers incurred $16.2 million in issuance costs. Expenses associated with the issuance of the term loans are presented in the consolidated balance sheets as a direct deduction from the carrying amount of the debt and are amortized to interest expense over the life of the term loan using the effective interest method. In connection with the First Lien revolving credit facility, the Borrowers incurred $1.0 million in issuance costs. Expenses associated with the issuance of the revolving credit facility are presented in the accompanying condensed consolidated balance sheets in prepaid expenses and other current assets, and other assets, and are amortized to interest expense over the life of the revolving credit facility using the straight-line method. On October 7, 2019, the Borrowers amended the First Lien credit agreement and borrowed an additional $60.0 million (“2019 Incremental Term”) to make a seller holdback payment, and to pay fees and expenses incurred in connection with the 2019 Incremental Term debt. In connection with the 2019 Incremental Term debt, the Borrowers incurred $1.1 million in expenses, of which $1.0 million and $0.1 million related to lender fees and third-party fees, respectively. On January 12, 2021, the Borrowers amended the First Lien credit agreement and borrowed an additional $100.0 million (“2021 Incremental Term”) primarily to fund the TazWorks acquisition. Debt issuance costs associated with the borrowing were approximately $2.0 million. The First Lien term continues to bear interest at a rate per annum equal to LIBOR plus 4.0% and matures on May 31, 2025. In connection with the 2021 Incremental Term debt, the Borrowers incurred $2.2 million in expenses, of which approximately $2.0 million and $0.2 million related to lender fees and third-party fees, respectively. Total amortization of financing costs was $0.7 million and $0.4 million for the three months ended June 30, 2021 and 2020, respectively and was $1.8 million and $0.3 million for the six months ended June 30, 2021 and 2020, respectively. Total interest expense was $9.1 million and $8.0 million for the three months ended June 30, 2021 and 2020, respectively, and was $18.1 million and $17.0 million for the six months ended June 30, 2021 and 2020, respectively. The First Lien and Second Lien also contain customary affirmative and negative covenants including, among other requirements, negative covenants that restrict the Borrowers’ ability to dispose of assets, create liens, incur indebtedness, pay dividends, make acquisitions, make investments, or make distributions to the Company or the Company’s ultimate unitholders. Parent (as a standalone legal entity) is not a party to the First Lien or Second Lien and the business operations of the Company are almost entirely conducted by Parent’s wholly-owned subsidiaries. Further, under the First Lien, if the amount outstanding under the revolving credit facility is greater than 30% of the revolving credit commitments at each quarter end, the First Lien contains a financial covenant that requires testing of maximum consolidated First Lien net leverage ratio (the ratio of the aggregate indebtedness under the First Lien as of such date minus the aggregate amount of unrestricted cash and cash equivalents, to consolidated EBITDA for the period of the four fiscal quarters most recently ended). If required to test, the Borrowers must maintain a maximum Consolidated First Lien Net Leverage Ratio of 7.00 to 1.00. The Borrowers were in compliance with all covenants of the First Lien and Second Lien as of June 30, 2021. See Note 2 for discussion related to the PPP loan. Future principal payments of long-term debt as of June 30, 2021 were as follows (in thousands): Years ending December 31, 2021 (remaining six months) $ 2,589 2022 5,179 2023 5,179 2024 5,179 2025 485,539 2026 125,000 Total $ 628,665 See Note 12 for subsequent events related to prepayment of debt. |
Preferred Units and Members' De
Preferred Units and Members' Deficit | 6 Months Ended |
Jun. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Preferred Units and Members' Deficit | Note 6 – Preferred Units and Members’ Deficit As of June 30, 2021 and prior to the Corporate Conversion, the Company operated subject to the terms and conditions of the amended and restated Project Angel Parent, LLC, Limited Liability Company Agreement (“the Members’ Agreement”) dated May 31, 2018. The membership interests were represented by two classes: Class A preferred units (“Class A Units”) and Class B common units (“Class B Units”). Under the Members’ Agreement, there was an unlimited number of Class A Units and Class B Units that could be issued. The Company’s board of managers had the sole authority and right to manage the business and affairs of the Company and to make all decisions and take all actions for the Company, except for certain exceptions defined within the Members’ Agreement. Class A Units Voting Rights Conversion Rights Preferred Return Liquidation Preference was was Repurchase Rights co-invest Class B Units As of and June 30, 2021 and December 31, 2020, there were and 52,112,904 and 51,492,805 units, respectively of Class B Units issued and outstanding. Class B Units did not have voting, approval, or consent rights under the Members’ Agreement. No distribution would be made on Class B Units, unless and until the distributions were made to holders of Class A Units and any remaining amounts to be distributed pro rata among holders of Class B Units based on the Class B Units held as of the time of such distribution. Certain Class B Units, including Carried Equity Units (as defined below) were subject to repurchase by the Company, Thoma Bravo, or another related party upon the unitholder’s termination. Refer to Note 7 for further information regarding the Company’s repurchase rights on the Class B Units, including the nature and classification of certain Class B Units on the condensed consolidated balance sheets. See Note 12 for subsequent events related to the Class B Units. |
Unit-Based Compensation
Unit-Based Compensation | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Unit-Based Compensation | Note 7 – Unit-Based Compensation On October 23, 2018, the Company’s board of managers co-invest (“Co-Invest Co-Invest In addition, under the 2018 Plan, in 2019, the Company issued 746,744 of Class B carried units at a price of $0.06 per unit, to employees, directors, and officers of the Company (the “Carried Equity Units”). No additional units were granted during the periods ended June 30, 2021 and 2020. The Carried Equity Units are subject to vesting based on (1) the participant’s continued service to the Company over a period of approximately one four The Company recognized approximately $0.1 million in unit-based compensation expense during both the three months ended June 30, 2021 and 2020, and $0.3 million in unit-based compensation expense during both the six months ended June 30, 2021 and 2020 for Carried Equity Units related to the excess of fair value per unit on date of issuance over the $0.06 per unit purchase price paid by the participants, which has been recognized as additional compensation expense attributable to the participants. On May 6, 2019, the Company established the 2019 Equity Option Plan (the “2019 Plan”). The 2019 Plan provides for grants of certain unit options to employees, which allow option holders to purchase Class B Units in the Company. For time-based service options granted, the options vest over a period of three As of June 30, 2021 and December 31, 2020, the maximum aggregate number of Class B Units that could be sold or granted to participants under both the 2018 Plan and the 2019 Plan amounted to 9,450,667. A summary of unit option activity under the 2019 Plan is as follows: Number of Options Weighted Average Outstanding – January 1, 2021 3,169,696 $ 6.30 Granted 37,500 18.26 Outstanding – June 30, 2021 3,207,196 $ 6.44 Number of Options Weighted Average Outstanding – January 1, 2020 2,757,696 $ 6.06 Granted 127,500 6.06 Outstanding – June 30, 2020 2,885,196 $ 6.06 The Company recognized approximately $0.5 million in unit-based compensation expense related to time-based and performance-based unit options for both the three months ended June 30, 2021 and 2020. The Company recognized approximately $1.0 million in unit-based compensation expense related to time-based and performance-based unit options for both the six months ended June 30, 2021 and 2020. During the six months ended June 30, 2021 and 2020, performance-based options were probable of vesting and therefore were included as part of unit-based compensation expense. All options have a 10-year Unit-based compensation for unit-based awards granted to participants has been recorded in the condensed consolidated statements of operations for the three and six months ended June 30, 2021 and 2020 as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Cost of revenues $ 93 $ 28 $ 165 $ 55 General and administrative 353 485 706 958 Research and development 82 88 164 159 Sales and marketing 137 72 273 141 Total unit-based compensation expense $ 665 $ 673 $ 1,308 $ 1,313 See Note 12 for subsequent events related to unit-based compensation. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 8 – Income Taxes In accordance with applicable accounting guidance, the income tax expense for the six months ended June 30, 2021 is based on the estimated annual effective tax rate for fiscal year 2021. The estimated effective tax rate may be subject to adjustment in subsequent quarterly periods as the forecasts of pretax income and other items impacting forecasted income tax expense change. The Company’s provision for income taxes reflected an effective tax rate of approximately 20.9% and 21.0% for the three months ended June 30, 2021 and 2020, respectively, and approximately 21.8% and 20.2% for the six months ended June 30, 2021 and 2020, respectively. The Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to R&D credits, state taxes, and expected permanent differences. The Company assesses whether a valuation allowance should be recorded against its deferred tax assets based on the consideration of all available evidence, using a “more likely than not” realization standard. The four sources of taxable income that must be considered in determining whether deferred tax assets will be realized are: (l) future reversals of existing taxable temporary differences (i.e., offset of gross deferred tax assets against gross deferred tax liabilities); (2) taxable income in prior carryback years, if carryback is permitted under the applicable tax law; (3) tax planning strategies; and (4) future taxable income exclusive of reversing temporary differences and carryforwards. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 9 – Related Party Transactions The Company has leased one property from a related party. Rental expense for this property totaled $0.1 million and $0.2 million for the three months ended June 30, 2021 and 2020, respectively, and was $0.2 million and $0.4 million for the six months ended June 30, 2021 and 2020, respectively. The Company entered into a sale-leaseback transaction with a related party on April 29, 2019 for one of its office properties, in which the Company was involved in the construction of significant changes to the existing building and was considered the continued owner of the building for accounting purposes. Under the terms of the lease and based on certain prohibited forms of continuing involvement in the leased assets, the lease did not qualify for sale-leaseback accounting and was accounted for as a financing obligation. The lease was terminated in October 2020. On May 31, 2018, the Company entered into an Advisory Services Agreement with Thoma Bravo, a private equity firm, that owns the majority of the Company through private equity funds managed by the firm. During the three months ended June 30, 2021 and 2020, the Company recorded $0.5 million and $0.6 million, in general and administrative expenses on the accompanying condensed consolidated statements of operations for management and advisory fees. During the six months ended June 30, 2021 and 2020, the Company recorded $1.0 million and $1.1 million, in general and administrative expenses on the accompanying condensed consolidated statements of operations for management and advisory fees. As of June 30, 2021, the Company has an accounts payable balance of $0.5 million due to Thoma Bravo on the accompanying condensed consolidated balance sheets. As of December 31, 2020, the Company had a balance of $0.5 million, for amounts paid to Thoma Bravo included within prepaid expenses and other current assets on the accompanying condensed consolidated balance sheets. The Advisory Services Agreement was terminated upon completion of the IPO. In June 2021, the Company signed an agreement with the sellers of MeridianLink which finalized the terms for payment of the remaining $30 million holdback liability outstanding as of December 31, 2020 reflected as a related party liability on the condensed consolidated balance sheets. During June 2021, the Company released $25.7 million to the sellers representing the funds remaining in the holdback amount, net of the claims against the holdback which had been recorded as a related party receivable due from the sellers. |
Net Loss Per Common Unit
Net Loss Per Common Unit | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Unit | Note 10 – Net Loss Per Common Unit The following table presents the calculation of basic and diluted net loss per common unit (in thousands, except units and per unit data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Basic and diluted net loss per unit Numerator: Net loss attributable to common unitholders $ (1,800 ) $ (3,566 ) $ (3,502 ) $ (10,525 ) Denominator: Weighted-average number of common units—basic and dilutive 52,015,526 51,248,738 51,843,086 51,024,837 Net loss per unit: Basic and dilutive $ (0.03 ) $ (0.07 ) $ (0.07 ) $ (0.21 ) The following outstanding potentially dilutive securities were excluded from the calculation of diluted net loss per common unit attributable to common unitholders because their impact would have been anti-dilutive for the periods presented: As of June 30, 2021 2020 Class B options outstanding, unexercised 3,207,196 2,885,196 Class B carried equity units unvested 1,533,882 3,058,596 Total 4,741,078 5,943,792 |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | Note 11 – Business Combinations Teledata Communications, Inc. and TazWorks, LLC During the quarter ended June 30, 2021, the Company settled its remaining obligation for the acquisition of TazWorks, LLC (“TazWorks”). The Company’s final remaining provisional purchase price allocation amount related to the final working capital adjustment, which amounted to approximately $0.2 million being received by the Company from the sellers of TazWorks, was settled in April 2021 and resulted in a corresponding adjustment to prepaid expenses and other current assets. The pro forma consolidated statement of operations data presented below for the period ended June 30, 2020, gives effect to the 2020 acquisitions of Teledata Communications , Inc., (“TCI”) and TazWorks which were acquired in November 2020 and December 2020, respectively, as if they had occurred on January 1, 2019. These amounts have been calculated after adjusting the operating results of TCI and TazWorks for the following primary items: (1) additional intangible amortization from the transaction, (2) additional interest expense on borrowings, (3) removal of historical interest expense of the acquired entities, (4) acquisition-related expenses incurred, (5) adjustments to certain employee stock-based compensation, (6) adjustments to deferred revenue that would have occurred assuming the fair value adjustments had been applied since January 1, 2019, and (7) the related tax effects of the above adjustments. For the three months ended June 30, 2020, pro forma revenue was $59.2 million and pro forma earnings reflect net income of $4.5 million. For the six months ended June 30, 2020, pro forma revenue was $112.9 million and pro forma earnings reflect net income of $4.8 million. The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the actual results of operations had the acquisitions taken place as of January 1, 2019 or the results of our future operations. Furthermore, the pro forma results do not give effect to all cost savings or incremental costs that may occur as a result of the integration and consolidation of the completed acquisitions. Saylent Technologies, Inc. On April 1 , In connection with the acquisition, the Company incurred $0.8 million in acquisition related costs. Such costs have been included in general and administrative expenses in the accompanying condensed consolidated statements of operations. The acquisition was funded by the Company’s available cash. Saylent is based out of Boston, MA. Saylent is a data analytics and marketing The table below summarizes the preliminary allocation of the purchase price of Saylent based on the estimated fair value of the assets acquired and the liabilities assumed (in thousands). The Company’s remaining provisional purchase price allocations at June 30, 2021 related to the final working capital adjustment and income tax effects. Assets acquired: Cash and cash equivalents $ 2,451 Restricted cash 104 Accounts receivable, net 4,174 Prepaid expenses and other current assets 121 Property and equipment, net 371 Goodwill 22,042 Intangible assets 13,700 Total assets acquired 42,963 Liabilities assumed: Accounts payable 210 Accrued compensation and benefits 2,191 Accrued expenses 754 Deferred tax liabilit y 521 Notes payable (PPP Loan) 775 Total liabilities assumed 4,451 Fair value of assets acquired and liabilities assumed $ 38,512 The goodwill recognized is attributable to increased Total Balance, December 31, 2020 $ 542,965 Saylent Technologies, Inc Acquisition 22,042 Adjustments to TazWorks acquisition date fair value made in 2021 47 Balance, June 30, 2021 $ 565,054 The fair value of the separately identifiable finite-lived intangible assets acquired and estimated useful lives are as follows (in thousands, except years): Estimated Fair Weighted Average (years) Customer Relationships $ 5,800 15.0 Trademarks 1,500 6.3 Non-compete 600 2.0 Developed technology 5,800 8.7 Total acquisition-related intangible assets $ 13,700 10.8 The fair value estimates for intangible assets include significant assumptions in the prospective financial information, such as revenue growth, customer attrition, and the discount rate. The fair value of the intangible assets was primarily based on the income approach using various methods such as the relief from royalty and excess earnings methods. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 12 – Subsequent Events Use of Proceeds In July 2021, the Company utilized a portion of the net proceeds received from the IPO offering to repay $75.0 million of the borrowings outstanding under the Company’s first lien credit agreement, and all the borrowings outstanding under the Company’s second lien credit agreement of $125 million. Equity Award Grants The Company’s board of directors approved a program pursuant to which the Company granted awards to certain of its directors, officers, and employees totaling approximately 1,023,668 restricted stock unit awards, based on the IPO price of $26.00 per share and options to purchase 1,511,038 shares of common stock at an exercise price equal to the IPO price, which restricted stock unit awards became effective immediately following the effectiveness of the Company’s registration statement on Form S-8, will be primarily 4 year schedules. 2021 Stock Option and Incentive Plan The 2021 Plan was adopted by the board of directors and approved by the Company’s stockholders following the Corporate Conversion on July 27, 2021 and became effective as of July 26, 2021. The 2021 Plan has replaced the 2019 Option Plan and the Equity Plan. The 2021 Plan provides flexibility to the Company’s compensation committee to use various equity-based incentive awards as compensation tools to motivate the Company’s workforce. The incentive awards that may be granted under the 2021 Plan include, but are not limited to, options to purchase common stock, stock appreciation rights, restricted shares of common stock, restricted stock units, and cash bonuses. The Company has initially reserved 13,171,588 shares of its common stock for the issuance of awards under the 2021 Plan (the “Initial Limit”). The 2021 Plan provides that the number of shares reserved and available for issuance under the 2021 Plan will automatically increase on January 1, 2022 and each January 1 thereafter, by 5% of the outstanding number of shares of common stock on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s compensation committee (the “Annual Increase”). The number of shares reserved under the 2021 Plan is subject to adjustment in the event of a stock split, stock dividend or other change in the Company’s capitalization. The shares issued under the 2021 Plan are authorized but unissued shares or shares that the Company reacquires. The shares of common stock underlying any awards under the 2021 Plan that are forfeited, cancelled, held back upon exercise or settlement of an award to satisfy the exercise price or tax withholding, reacquired by the Company prior to vesting, satisfied without the issuance of stock or are otherwise terminated (other than by exercise) will be added back to the shares of common stock available for issuance under the 2021 Plan. The maximum aggregate number of shares that may be issued in the form of incentive stock options shall not exceed the Initial Limit, cumulatively increased on January 1, 2022 and on each January 1 thereafter by the lesser of the Annual Increase for such year or 4,051,727 shares of common stock. Persons eligible to participate in the 2021 Plan will be those full or part-time officers, employees, non-employee 2021 Employee Stock Purchase Plan The 2021 Employee Stock Purchase Plan (the “2021 ESPP”), was adopted by the board of directors and approved by the Company’s stockholders following the Corporate Conversion on July 27, 2021 and became effective as of July 26, 2021. The 2021 ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423 of the Code. The 2021 ESPP initially reserves and authorizes the issuance of up to a total of 810,345 shares of common stock to participating employees. The 2021 ESPP provides that the number of shares reserved and available for issuance will automatically increase on January 1, 2022 and each January 1 thereafter through January 1, 2031, by the least of (i) 900,000 shares of common stock, (ii) 1% of the outstanding number of shares of common stock on the immediately preceding December 31 or (iii) such lesser number of shares of common stock as determined by the administrator of the 2021 ESPP. The number of shares reserved under the 2021 ESPP will be subject to adjustment in the event of a stock split, stock dividend or other change in the Company’s capitalization. All employees will be eligible to participate in the 2021 ESPP. However, any employee who owns 5% or more of the total combined voting power or value of all classes of stock will not be eligible to purchase shares under the 2021 ESPP. The Company may make one or more offerings each year to its employees to purchase shares under the 2021 ESPP. Offerings will usually begin on each May 1 and November 1 and will continue for six-month enrollment An employee’s rights under the 2021 ESPP will terminate upon voluntary withdrawal from the plan or when the employee ceases employment with us for any reason. Paycheck Protection Program Loan In August 2021, $2.1 million held in escrow and classified as restricted cash on the Company’s condensed consolidated balance sheets was released to the sellers of TCI, which was a condition of the acquisition agreement. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The interim condensed consolidated financial statements of the Company have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany balances and transactions have been eliminated in consolidation. The accompanying interim condensed consolidated balances sheets as of June 30, 2021 and December 31, 2020, and the interim condensed consolidated statements of operations, and statements of preferred units and members’ deficit for the three and six months ended June 30, 2021 and 2020, and the related disclosures are unaudited. In the Company’s opinion, the interim unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, consisting of normal, recurring adjustments, necessary for a fair presentation. Certain information and disclosures normally included in the notes to the annual consolidated financial statements prepared in accordance with GAAP have been omitted from these interim unaudited condensed consolidated financial statements pursuant to the rules and regulations of the SEC. Accordingly, these interim unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the accompanying notes for the fiscal year ended December 31, 2020 included within the Company’s prospectus dated July 27, 2021 (“Prospectus”) and as filed with the Securities and Exchange Commission (“SEC”) on July 28, 2021 pursuant to Rule 424(b) under the Securities Act of 1933, as amended (“Securities Act”). The results of operations for the six months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any other period. There have been no changes to the Company’s significant accounting policies described in the Company’s Prospectus that have had a material impact on its condensed consolidated financial statements and related notes. |
Operating and Reportable Segment | Operating and Reportable Segment As of June 30, 2021, the Company has operated and managed its business and financial information on a consolidated basis for the purposes of evaluating financial performance and the allocation of resources. Accordingly, the Company’s management determined that it operates in one operating and reportable segment that is focused exclusively on providing cloud-based digital solutions in the United States. In reaching this conclusion, management considers the definition of the chief operating decision maker (“CODM”), how the business is defined by the CODM, the nature of the information provided to the CODM and how that information is used to make operating decisions, allocate resources, and assess performance. The Company’s CODM is the chief executive officer. The results of operations provided to and analyzed by the CODM are at the consolidated level and accordingly, key resource decisions and assessment of performance are performed at the consolidated level. The Company assesses its determination of operating segments at least annually. The following table disaggregates the Company’s net revenues by solution type (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Lending Software Solutions $ 45,243 $ 32,799 $ 88,377 $ 63,338 Data Verification Software Solutions 23,231 16,736 47,908 29,815 Total $ 68,474 $ 49,535 $ 136,285 $ 93,153 Lending Software Solutions accounted for 66% of total revenues for both nded June June |
Business Combinations | Business Combinations The Company accounts for business combinations in accordance with Accounting Standards Codification (“ASC”) 805, “Business Combinations.” The results of businesses acquired in a business combination are included in the Company’s condensed consolidated financial statements from the date of the acquisition. Purchase accounting results in assets and liabilities of an acquired business generally being recorded at their estimated fair values on the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill. Transaction costs associated with business combinations are expensed as incurred and are included in acquisition related costs in the condensed consolidated statements of operations. The Company performs valuations of assets acquired and liabilities assumed and allocates the purchase price to its respective assets and liabilities. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates, including the selection of valuation methodologies, estimates of future revenue, costs and cash flows, discount rates, and selection of comparable companies. The Company engages the assistance of valuation specialists in concluding on fair value measurements in connection with management’s determination of the fair values of assets acquired and liabilities assumed in a business combination. During the measurement period, if new information is obtained about facts and circumstances that existed as of the acquisition date, changes in the estimated fair values of the net assets recorded may change the amount of the purchase price allocable to goodwill. During the measurement period, which expires one year from the acquisition date, changes to any purchase price allocations that are material to the Company’s consolidated financial results will be adjusted prospectively. |
Use of Estimates | Use of Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenues and expenses. Significant items subject to such estimates include revenue recognition including determining the nature and timing of satisfaction of performance obligations, variable consideration, standalone selling price, and other revenue items requiring significant judgment; unit-based compensation; the fair value of acquired intangibles; the capitalization of software development costs; the useful lives of property and equipment and long-lived intangible assets; impairment of goodwill and long-lived assets; and income taxes. In accordance with GAAP, management bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances. Management regularly evaluates its estimates and assumptions using historical experience and other factors; however, actual results could differ significantly from those estimates. Accounting policies and estimates that most significantly impact the presented amounts within these financial statements are further described below: |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity date of three months or less to be cash equivalents. As of June 30, 2021 and December 31, 2020, cash consisted of checking deposit accounts and demand deposit accounts. There were no cash equivalents held as of June 30, 2021 or December 31, 2020. |
Restricted Cash | Restricted Cash Restricted cash included cash held in escrow to pay-off within long-term and short-term As of June 30, 2021, restricted cash included $0.1 million related to a standby letter of credit from the acquisition of Saylent Technologies, Inc. This standby letter of credit was for the security deposit of the Saylent office lease. Any cash that is legally or contractually restricted from immediate use is classified as restricted cash. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company accounts for certain of its financial assets at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows: • Level 1 – Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. • Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Inputs that are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The carrying amounts of the Company’s financial instruments, including cash and cash equivalents approximate fair value due to their high liquidity in actively quoted trading markets and their short maturities. The Company’s accounts receivable, related party receivable due from sellers of MeridianLink, accounts payable, accrued liabilities, related party liability due to sellers of MeridianLink, payable due to sellers of TCI, and deferred revenue approximate fair value due to their short maturities. The carrying value of the Company’s long-term debt is considered to approximate the fair value of such debt as of June 30, 2021 and December 31, 2020, based upon the interest rates that the Company believes it can currently obtain for similar debt. Certain trademark intangible assets were recorded at fair value as of December 31, 2020 in connection with the Company’s impairment testing. The inputs used to measure the fair value of these assets are primarily unobservable inputs and, as such, considered Level 3 fair value measurements. There were no assets or liabilities measured at fair value on a recurring or non-recurring |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents, and accounts receivable. Cash and cash equivalents are invested in short-term and highly liquid investment-grade obligations, which are held in safekeeping by large and creditworthy financial institutions. Deposits in these financial institutions may exceed federally insured limits. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable includes billed and unbilled receivables, net of allowance for doubtful accounts. Trade accounts receivable are recorded at invoiced amounts and do not bear interest. The expectation of collectability is based on a review of credit profiles of customers, contractual terms and conditions, current economic trends, and historical payment experience. The Company regularly reviews the adequacy of the allowance for doubtful accounts by considering the age of each outstanding invoice and the collection history of each customer to determine the appropriate amount of allowance for doubtful accounts. Allowance for doubtful accounts totaled $0.4 million and $0.6 million, and is classified as accounts receivable, net of allowance for doubtful accounts on the condensed consolidated balance sheets as of June 30, 2021 and December 31, 2020, respectively. Accounts receivable deemed uncollectible are charged against the allowance for doubtful accounts when identified. Bad debt expense is included in general and administrative expenses on the accompanying condensed consolidated statements of operations. |
Property and Equipment | Property and Equipment The Company records property and equipment at cost less accumulated depreciation. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows: Asset Category Life (years) Computer equipment and software 3 – 5 years Office equipment and furniture 3 – 7 years Buildings 25 years Leasehold improvement s Shorter of the lease term and the estimated useful lives of the assets Expenditures for maintenance and repairs are charged to expense as incurred, and major renewals and betterments are capitalized. Gains or losses on disposal of property and equipment are recognized in the period when the assets are sold or disposed of and the related cost and accumulated depreciation is removed from the accounts. |
Goodwill | Goodwill The Company evaluates and tests the recoverability of goodwill for impairment at least annually, on October 1, or more frequently if circumstances indicate that goodwill may not be recoverable. The Company performs the impairment testing by first assessing qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of its reporting unit is less than its carrying amount. The Company has one reporting unit. If, after assessing the totality of events or circumstances, the Company determines it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company tests for impairment by comparing the estimated fair value of the reporting unit with its carrying amount. The Company estimates the fair value of the reporting unit using a “step one” analysis using a fair-value-based approach based on the market capitalization or a discounted cash flow analysis of projected future results to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Any excess of the carrying amount of the reporting unit’s goodwill over its fair value is recognized as an impairment loss, and the carrying value of goodwill is written down. In assessing the qualitative factors, the Company considers the impact of certain key factors including macroeconomic conditions, industry and market considerations, management turnover, changes in regulation, litigation matters, changes in enterprise value, and overall financial performance. No goodwill impairment was recorded during the three and six months ended June 30, 2021 and 2020. |
Research and Development and Capitalized Software | Research and Development and Capitalized Software For development costs related to internal use software, such as the Company’s subscription offerings, the Company follows guidance of ASC 350-40, 350-40 |
Deferred Offering Costs | Deferred Offering Costs Costs directly related to the Company’s IPO are deferred for expense recognition and instead capitalized and recorded on the accompanying condensed consolidated balance sheets. These costs consist of legal fees, accounting fees, and other applicable professional services incurred incrementally as a result of the IPO. These deferred offering costs were reclassified to additional paid-in |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Identifiable intangible assets with finite lives, such as developed technology, customers relationships, trademarks, and non- The Company evaluates the carrying value of long-lived assets, including intangible assets with finite lives and property and equipment, whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. If circumstances require a long-lived asset be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by an asset to the carrying value of the asset. If the carrying value of the long-lived asset is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. The impairment to be recognized is measured as the amount by which the carrying amount exceeds the fair value of the assets. No impairment of long-lived assets was recorded during the three and six months ended June 30, 2021 and 2020. |
Cumulative Preferred Return | Cumulative Preferred Return As of June 30, 2021 and prior to the Corporate Conversion, Class A preferred unitholders were entitled to a cumulative preferred return, as disclosed further in Note 6. At each reporting period-end, 480-10, |
Revenue Recognition | Revenue Recognition Revenue-generating activities are directly related to the sale, implementation, and support of the Company’s solutions. The Company derives the majority of its revenues from subscription fees for the use of its solutions hosted in either the Company’s data centers or cloud-based hosting services, volume-based fees, as well as revenues for customer support and professional implementation services related to the Company’s solutions. Under ASC 606, “Revenue from Contracts with Customers,” revenue is recognized upon the transfer of control of a promised service to a customer in an amount that reflects the consideration the Company expects to receive in exchange for those services, net of sales taxes. The Company applies the following five-step revenue recognition model in accounting for its revenue arrangements: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when or as the Company satisfies the performance obligations. Subscription Fee Revenues The Company’s software solutions are generally available for use as hosted application arrangements under subscription fee agreements. The Company’s software solutions consist of an obligation for the Company to provide continuous access to a technology solution that it hosts and routine customer support, both of which the Company accounts for as a stand-ready performance obligation. Subscription fees from these applications are recognized over time on a ratable basis over the customer agreement term beginning on the date the Company’s solution is made available to the customer. Amounts that have been invoiced are recorded in accounts receivable and deferred revenues or revenues, depending on whether the revenue recognition criteria have been met. Additional fees for monthly usage above the levels included in the standard subscription fee are recognized as revenue in the month when the usage amounts are determined and reported. The Company has a limited number of legacy customers that host and manage its solutions on-premises on-premises Professional Services Revenues The Company offers implementation, consulting and training services for the Company’s software solutions and SaaS offerings. Revenues from services are recognized in the period the services are performed, provided that collection of the related receivable is probable. Other Revenues The Company enters into referral and marketing agreements with various third parties, in which revenues for the Company are primarily generated from transactions initiated by the third parties’ customers. The Company may introduce its customers to a referral partner or offer additional services available from the referral partner via an integration with the Company’s software solutions. Revenues are recognized in the period the services are performed, provided that collection of the related receivable is probable. The following table disaggregates the Company’s net revenues by major source (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Subscription fees $ 60,427 $ 44,000 $ 120,743 $ 82,771 Professional services 5,615 3,651 11,106 7,400 Other 2,432 1,884 4,436 2,982 Total revenues, net $ 68,474 $ 49,535 $ 136,285 $ 93,153 S Judgments A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of accounting in the new revenue standard. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Judgments include whether the series guidance under ASC 606 applicable to the Company’s subscription services and whether implementation and training services represent distinct performance obligations. The Company has contracts with customers that often include multiple performance obligations, usually including multiple subscription and implementation services. For these contracts, the Company accounts for distinct individual performance obligations separately by allocating the contract’s total transaction price to each performance obligation in an amount based on the relative In determining whether SaaS services are distinct, we considered whether the series guidance applies to the Company’s subscription services. The Company considered various factors including that substantially all the Company’s SaaS arrangements involve the transfer of a service to the customer, which represents a performance obligation that is satisfied over time because the customer simultaneously receives and consumes the benefits of the services provided. Customer support services, forms maintenance, and subscription services are considered a series of distinct services that are accounted for as a single performance obligation as the nature of the services are substantially the same and have the same pattern of transfer (i.e., distinct days of service). For these contracts, the Company allocates the ratable portion of the consideration to each period based on the services provided in such period. In determining whether implementation services are distinct from subscription services, the Company considered that there is not a significant level of integration between implementation and subscription services. Further, implementation services in our contracts provide benefit to the customer with other readily available resources and the implementation services generally are not interdependent with the SaaS subscription services. Therefore, implementation services are generally accounted for as a separate performance obligation, as they represent distinct services that provide benefit to the customer apart from SaaS services. Consulting and training services are generally considered a separate performance obligation as they are considered distinct services that provide a benefit to the customer on their own. The determination of SSP for each distinct performance obligation requires judgment. Performance obligations are generally sold at standard prices and subscriptions are generally coterminous. Therefore, it is rare that any reallocation of transaction consideration is required. The Company‘s best evidence of SSP is the observable price at which products and services are sold separately to customers in similar circumstances or to similar customers in a single transaction, which is generally the stated contract price. The Company believes that it is the passage of time that corresponds to the satisfaction of its subscription, implementation, and professional services performance obligations, so the appropriate measurement of progress is a time-based input method based on estimated or projected hours to complete the professional services. The Company evaluates whether it is the principal (i.e., reports revenues on a gross basis) or agent (i.e., reports revenues on a net basis) with respect to the vendor reseller agreements pursuant to which the Company resells certain third-party solutions along with the Company’s solutions. Generally, the Company reports revenues from these types of contracts on a gross basis, meaning the amounts billed to customers are recorded as revenues and expenses incurred are recorded as cost of revenues. Where the Company is the principal, it first obtains control of the inputs to the specific service and directs their use to create the combined output. The Company’s control is evidenced by its involvement in the integration of the partners’ services with the Company’s solutions before the partners’ services are transferred to the Company’s customers and is further supported by the Company being primarily responsible to the customers and having a level of discretion in establishing pricing. In cases where the Company does not obtain control prior to the transfer of services, and acts as an agent, revenue is reported on a net basis, with costs being recorded as a reduction to revenues. The Company has concluded that its subscription fees related to monthly usage above the levels included in the standard subscription fee relates specifically to the transfer of the service to the customer in that month and is consistent with the allocation objective of ASC 606 when considering all the performance obligations and payment terms in the contract. Therefore, the Company recognizes additional usage revenues in the month when the usage amounts are determined and reported. This allocation reflects the amount the Company expects to receive for the services for the given period. Contract Balances The timing of customer billing and payment relative to the start of the service period varies from contract to contract; however, the Company bills many of its customers in advance of the provision of services under its contracts, resulting in contract liabilities consisting of deferred revenue. Deferred revenue represents billings under noncancelable contracts before the related product or service is transferred to the customer. The payment terms and conditions vary by contract; however, the Company’s terms generally require payment within 30 days from the invoice date. In instances where the timing of revenue recognition differs from the timing of payment, the Company elected to apply the practical expedient in accordance with ASC 606 to not adjust contract consideration for the effects of a significant financing component. The Company expects, at contract inception, that the period between when promised goods and services are transferred to the customer and when the customer pays for those goods and services will be one year or less. As such, the Company determined its contracts do not generally contain a significant financing component. |
Deferred Revenue | Deferred Revenue The deferred revenue balance consists of subscription and implementation fees which have been invoiced upfront and are recognized as revenue only when the revenue recognition criteria are met. The Company’s subscription contracts are typically invoiced to its customers annually, and revenue is recognized ratably over the service term. Implementation and service-based fees are most commonly invoiced 50% upfront and 50% upon completion. The Company believes that it is the passage of time that corresponds to the satisfaction of its subscription implementation and professional services performance obligations, so the appropriate measurement of progress is a time-based input method based on estimated or projected hours to complete the professional services. Accordingly, the Company’s deferred revenue balance does not include revenues for future years of multi-year noncancelable contracts that have not yet been billed and is considered current since the deferred balance will all be recognized within 12 months. The changes in the Company’s deferred revenue as of June 30, 2021 and 2020 were as follows (in thousands): Six Months Ended June 30, 2021 2020 Deferred revenue, beginning balance $ 10,873 $ 7,841 Billing of transaction consideration 146,506 100,440 Revenue recognized (136,285 ) (93,153 ) Deferred revenue, ending balance $ 21,094 $ 15,128 |
Assets Recognized from Costs to Obtain a Contract with a Customer | Assets Recognized from Costs to Obtain a Contract with a Customer The Company capitalizes sales commissions related to its customer agreements because the commission charges are so closely related to the revenues from the noncancelable customer agreements that they should be recorded as an asset and charged to expense over the expected period of customer benefit. The Company capitalizes commissions and bonuses for those involved in the sale of our SaaS offerings, including direct employees and indirect supervisors, as these are incremental to the sale. The Company begins amortizing deferred costs for a particular customer agreement once the revenue recognition criteria are met and amortizes those deferred costs over the expected period of customer benefit, which the Company estimates to be three years. The Company determined the period of benefit by considering factors such as historically high renewal rates with similar customers and contracts, initial contract length, an expectation that there will still be a demand for the product at the end of its term, and the significant costs to switch to a competitor’s product, all of which are governed by the estimated useful life of the technology. Current costs are included in prepaid expenses and other current assets, and non-current . The Company applies a practical expedient to expense costs to obtain a contract with a customer, as incurred, when the amortization period would have been one year or less. The following table represents the changes in contract cost assets (in thousands): Six Months Ended June 30, 2021 2020 Beginning balance $ 3,207 $ 1,635 Additions 1,940 814 Amortization (594 ) (297 ) Ending balance $ 4,553 $ 2,152 Contract cost assets, current $ 1,796 $ 825 Contract cost assets, noncurrent 2,757 1,327 Total deferred contract cost assets $ 4,553 $ 2,152 |
Cost of Revenues | Cost of Revenues Cost of revenues consists primarily of salaries and other personnel-related costs, including employee benefits, bonuses, and unit-based compensation, for employees providing services to our customers. This includes the costs of our implementation, customer support, data center, and customer training personnel. Cost of revenues also includes the direct costs from third-party services included in our solutions, an allocation of general overhead costs, and the amortization of developed technology. We allocate general overhead expenses to all departments based on the number of employees in each department, which we consider to be a fair and representative means of allocation. |
Marketing Costs | Marketing Costs Marketing costs are expensed as incurred. Advertising and tradeshow expenses were $0.3 million and $0.1 million for the three months ended June 30, 2021 and 2020, respectively, and $0.4 million for both the six months ended June 30, 2021 and 2020. Advertising and tradeshow expenses are included in sales and marketing expenses in the accompanying condensed consolidated statements of operations. |
Deferred Financing Fees | Deferred Financing Fees Deferred financing fees represent fees and other direct incremental costs incurred in connection with the Company’s debt. Deferred financing fees are netted against the Company’s debt. These amounts are amortized into interest expense over the estimated life of the debt using the effective interest method. In accordance with ASC 470-50, creditor-by-creditor |
Unit-Based Compensation | Unit-Based Compensation The Company accounts for unit-based compensation by estimating the fair value of unit-based payment awards at the grant date. The Company estimates the fair value of its unit options using the Black-Scholes option-pricing model, and the portion that is ultimately expected to vest is recognized as compensation expense over the requisite service period. Calculating unit-based compensation expense requires the input of highly subjective assumptions, including the expected term of the unit-based awards, fair value of its units, and unit price volatility. The Company utilized an independent valuation specialist to assist with the Company’s determination of the fair value per unit. The methods used to determine the fair value per unit included discounted cash flow analysis, comparable public company analysis, and comparable acquisition analysis. Starting in the third quarter of 2020, the probability-weighted expected return method was used and considered multiple exit scenarios, including a near term IPO. The estimate of the expected term of options granted was determined by utilizing a weighted average approach, considering the use of the “simplified method” (where the expected term is presumed to be equal to the vesting period plus the midpoint of the remaining contractual term) and an expected liquidation event occurrence. The Company utilizes this method, as it does not have the historical experience to calculate the term. Since the Company was a privately-held entity with no historical data on volatility of its units until its IPO went effective in July 2021, the expected volatility is based on the volatility of similar entities (referred to as guideline companies). In evaluating similarity, the Company considered factors such as industry, stage of life cycle, size, and financial leverage. The assumptions used in calculating the fair value of unit-based awards represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and the Company uses different assumptions, unit-based compensation expense could be materially different in the future. The risk-free rate for periods within the contractual life of the option is based on U.S. Treasury yield for a term consistent with the expected life of the unit option in effect at the time of grant. The Company has never declared or paid any cash dividends and does not presently plan to pay cash dividends in the foreseeable future. The Company accounts for forfeitures when they occur. The Company has elected to recognize unit-based compensation expense for service-based awards on a straight-line basis over the service vesting period. The Company recognizes compensation expense for awards subject to performance conditions using the graded attribution method. See Note 12 for subsequent events related to the unit-based compensation. |
Net Loss Per Common Unit | Net Loss Per Common Unit As of June 30, 2021 and prior to the Corporate Conversion, basic net loss per common unit was computed by dividing the net loss attributable to the then-existing Class B common unitholders by the weighted average number of Class B common units (“common units”) outstanding during the period, without the consideration for potential dilutive common units. For the purpose of calculating basic net loss per common unit for the three and six months ended June 30, 2021 and 2020, the Company adjusted net income or loss for cumulative dividends on the then-existing Class A preferred units (“preferred units”). Net loss attributable to common unitholders was computed by deducting the dividends accumulated for the period on cumulative preferred units from net income. If there was a net loss, the amount of the loss is increased by those preferred dividends. Diluted net loss per common unit was computed by dividing the net loss by the weighted-average number of common unit equivalents outstanding for the period determined using the treasury-stock method and if-converted |
Recent Accounting Pronouncements | Recent Accounting In January 2017, the Financial Accounting Standards Board (“FASB”) issued ASU 2017-04, two-step |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, right-of-use 2018-11, In June 2016, the FASB issued ASU 2016-13, 2016-13 In August 2018, the FASB issued ASU No. 2018-15, 350-40): internal-use 350-40. In December 2019, the FASB issued ASU No. 2019-12, In March 2020, the FASB issued ASU No. 2020-04, 2020-04 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of disaggregates the Company's net revenues | The following table disaggregates the Company’s net revenues by solution type (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Lending Software Solutions $ 45,243 $ 32,799 $ 88,377 $ 63,338 Data Verification Software Solutions 23,231 16,736 47,908 29,815 Total $ 68,474 $ 49,535 $ 136,285 $ 93,153 |
Summary of depreciation is computed on a straight-line basis over the estimated useful lives of the assets | The Company records property and equipment at cost less accumulated depreciation. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows: Asset Category Life (years) Computer equipment and software 3 – 5 years Office equipment and furniture 3 – 7 years Buildings 25 years Leasehold improvement s Shorter of the lease term and the estimated useful lives of the assets |
Summary of disaggregation of revenue | The following table disaggregates the Company’s net revenues by major source (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Subscription fees $ 60,427 $ 44,000 $ 120,743 $ 82,771 Professional services 5,615 3,651 11,106 7,400 Other 2,432 1,884 4,436 2,982 Total revenues, net $ 68,474 $ 49,535 $ 136,285 $ 93,153 |
Schedule of changes in the deferred revenue | The changes in the Company’s deferred revenue as of June 30, 2021 and 2020 were as follows (in thousands): Six Months Ended June 30, 2021 2020 Deferred revenue, beginning balance $ 10,873 $ 7,841 Billing of transaction consideration 146,506 100,440 Revenue recognized (136,285 ) (93,153 ) Deferred revenue, ending balance $ 21,094 $ 15,128 |
Schedule of changes in contract cost assets | The following table represents the changes in contract cost assets (in thousands): Six Months Ended June 30, 2021 2020 Beginning balance $ 3,207 $ 1,635 Additions 1,940 814 Amortization (594 ) (297 ) Ending balance $ 4,553 $ 2,152 Contract cost assets, current $ 1,796 $ 825 Contract cost assets, noncurrent 2,757 1,327 Total deferred contract cost assets $ 4,553 $ 2,152 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of prepaid expenses and other current assets | Prepaid expenses and other current assets consisted of the following (in thousands): As of June 30, 2021 As of December 31, 2020 Prepaid expenses $ 4,585 $ 2,938 Capitalized contract costs – current 1,796 1,256 Deferred offering costs 2,767 995 Prepaid income taxes — 196 Others 174 427 Total prepaid expenses $ 9,322 $ 5,812 |
Summary of property and equipment, net | Property and equipment, net consisted of the following (in thousands): As of June 30, 2021 As of December 31, 2020 Computer equipment and software $ 7,685 $ 7,317 Leasehold improvements 3,292 2,953 Office equipment and furniture 1,426 1,683 Construction in progress — 3 Total 12,403 11,956 Less: Accumulated depreciation and amortization (5,298 ) (4,356 ) Property and equipment, net $ 7,105 $ 7,600 |
Summary of intangible assets, net and estimated useful lives and weighted average amortization periods | Intangible assets, net consisted of the following (in thousands): As of June 30, 2021 Gross Amount Accumulated Net Carrying Customer relationships $ 328,600 $ (82,987 ) $ 245,613 Developed technology 74,800 (24,155 ) 50,645 Trademarks 24,175 (6,139 ) 18,036 Non-competition agreements 600 (75 ) 525 Capitalized software 8,102 (2,759 ) 5,343 $ 436,277 $ (116,115 ) $ 320,162 As of December 31, 2020 Gross Amount Accumulated Net Carrying Customer relationships $ 322,800 $ (66,750 ) $ 256,050 Developed technology 69,000 (19,275 ) 49,725 Trademarks 22,675 (4,637 ) 18,038 Capitalized software 5,887 (1,668 ) 4,219 $ 420,362 $ (92,330 ) $ 328,032 The estimated useful lives and weighted average amortization periods for intangible assets at June 30, 2021 and December 31, 2020 were as follows: Weighted-Average Amortization Period Customer relationships 10 years Developed technology 5-10 years Trademarks 10 years Non-competition agreements 2 years Capitalized software 3 years |
Summary of estimated useful lives and weighted average amortization periods for intangible assets | The estimated future amortization of intangible assets as of June 30, 2021 was as follows (in thousands): Years ending December 31, 2021 (remaining six months) $ 24,188 2022 48,039 2023 46,075 2024 44,344 2025 40,337 Thereafter 117,179 Total amortization expense $ 320,162 |
Summary of accrued liabilities | Accrued liabilities consisted of the following (in thousands): As of 2021 December 31, Accrued bonuses $ 3,872 $ 5,423 Accrued payroll and payroll-related expenses 7,845 7,305 Sales tax liability from acquisitions 2,939 2,739 Accrued costs of revenues 3,740 1,988 Accrued operating costs 1,419 1,609 Other accrued expenses 1,915 2,006 $ 21,730 $ 21,070 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of changes to accrued lease termination liability | Changes to accrued lease termination liability were as follows (in thousands): As of June 30, 2021 Accrued termination costs, January 1, 2021 $ — Additions to lease termination liability 454 Lease amounts paid, net of sublease income (125 ) Accrued termination costs, June 30, 2021 329 Less current portion (included in accrued liabilities) (202 ) Accrued termination costs, non-current $ 127 |
Summary of future minimum lease payments | Future minimum lease payments under these noncancelable operating leases, and expected sublease receipts, as of June 30, 2021 were as follows (in thousands): Related Party Third Party Sublease Receipts Total Years Ending December 31, 2021 (remaining six months) $ 421 $ 538 $ (156 ) $ 803 2022 875 1,076 (295 ) 1,656 2023 — 1,099 — 1,099 2024 — 897 — 897 2025 — 319 — 319 Thereafter — 243 — 243 Total future minimum lease payments $ 1,296 $ 4,172 $ (451 ) $ 5,017 |
Summary of rent expense | Rent expense has been recorded in the condensed consolidated statements of operations for the three and six months ended June 30, 2021 and 2020 as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Cost of revenues $ 217 $ 189 $ 452 $ 379 General and administrative 54 51 112 104 Research and development 139 117 292 237 Sales and marketing 65 43 130 80 Total rent expense $ 475 $ 400 $ 986 $ 800 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Summary of long-term debt | Long-term debt was comprised of the following (in thousands): As of June As of December 31, 2020 First lien $ 503,665 $ 406,255 Second lien 125,000 125,000 Paycheck Protection Program loan — 2,142 Total principal payments due 628,665 533,397 Debt issuance costs (13,813 ) (13,565 ) Total debt, net $ 614,852 $ 519,832 Less: Current portion of long-term debt First lien $ 5,179 $ 4,156 Paycheck Protection Program loan — 1,785 Debt issuance costs (3,422 ) (2,986 ) Total current portion of long-term debt, net 1,757 2,955 Non-current $ 613,095 $ 516,877 |
Summary of future principal payments of long-term debt | Future principal payments of long-term debt as of June 30, 2021 were as follows (in thousands): Years ending December 31, 2021 (remaining six months) $ 2,589 2022 5,179 2023 5,179 2024 5,179 2025 485,539 2026 125,000 Total $ 628,665 |
Unit-Based Compensation (Tables
Unit-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Unit Option Activity | A summary of unit option activity under the 2019 Plan is as follows: Number of Options Weighted Average Outstanding – January 1, 2021 3,169,696 $ 6.30 Granted 37,500 18.26 Outstanding – June 30, 2021 3,207,196 $ 6.44 Number of Options Weighted Average Outstanding – January 1, 2020 2,757,696 $ 6.06 Granted 127,500 6.06 Outstanding – June 30, 2020 2,885,196 $ 6.06 |
Summary of Unit-based Compensation for Unit-based Awards | Unit-based compensation for unit-based awards granted to participants has been recorded in the condensed consolidated statements of operations for the three and six months ended June 30, 2021 and 2020 as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Cost of revenues $ 93 $ 28 $ 165 $ 55 General and administrative 353 485 706 958 Research and development 82 88 164 159 Sales and marketing 137 72 273 141 Total unit-based compensation expense $ 665 $ 673 $ 1,308 $ 1,313 |
Net Loss Per Common Unit (Table
Net Loss Per Common Unit (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Calculation of Basic and Diluted Net Loss Per Common Unit | The following table presents the calculation of basic and diluted net loss per common unit (in thousands, except units and per unit data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Basic and diluted net loss per unit Numerator: Net loss attributable to common unitholders $ (1,800 ) $ (3,566 ) $ (3,502 ) $ (10,525 ) Denominator: Weighted-average number of common units—basic and dilutive 52,015,526 51,248,738 51,843,086 51,024,837 Net loss per unit: Basic and dilutive $ (0.03 ) $ (0.07 ) $ (0.07 ) $ (0.21 ) |
Summary of Outstanding Potentially Dilutive Securities were Excluded from the Calculation of Diluted Net Loss Per Common Unit Attributable to Common Unitholders | The following outstanding potentially dilutive securities were excluded from the calculation of diluted net loss per common unit attributable to common unitholders because their impact would have been anti-dilutive for the periods presented: As of June 30, 2021 2020 Class B options outstanding, unexercised 3,207,196 2,885,196 Class B carried equity units unvested 1,533,882 3,058,596 Total 4,741,078 5,943,792 |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Summary of Fair Value of the Assets Acquired and the Liabilities Assumed | The table below summarizes the preliminary allocation of the purchase price of Saylent based on the estimated fair value of the assets acquired and the liabilities assumed (in thousands). The Company’s remaining provisional purchase price allocations at June 30, 2021 related to the final working capital adjustment and income tax effects. Assets acquired: Cash and cash equivalents $ 2,451 Restricted cash 104 Accounts receivable, net 4,174 Prepaid expenses and other current assets 121 Property and equipment, net 371 Goodwill 22,042 Intangible assets 13,700 Total assets acquired 42,963 Liabilities assumed: Accounts payable 210 Accrued compensation and benefits 2,191 Accrued expenses 754 Deferred tax liabilit y 521 Notes payable (PPP Loan) 775 Total liabilities assumed 4,451 Fair value of assets acquired and liabilities assumed $ 38,512 |
Summary of Company's Goodwill | A rollforward of the Company’s goodwill balance at December 31, 2021 to June 30, 2021 is as follows: Total Balance, December 31, 2020 $ 542,965 Saylent Technologies, Inc Acquisition 22,042 Adjustments to TazWorks acquisition date fair value made in 2021 47 Balance, June 30, 2021 $ 565,054 |
Summary of Fair Value of the Separately Identifiable Finite-Lived Intangible Assets Acquired and Estimated Useful Lives | The fair value of the separately identifiable finite-lived intangible assets acquired and estimated useful lives are as follows (in thousands, except years): Estimated Fair Weighted Average (years) Customer Relationships $ 5,800 15.0 Trademarks 1,500 6.3 Non-compete 600 2.0 Developed technology 5,800 8.7 Total acquisition-related intangible assets $ 13,700 10.8 |
Organization and Description _2
Organization and Description of Business (Detail) | Jul. 28, 2021USD ($)$ / sharesshares | Jul. 27, 2021USD ($)$ / sharesshares | Jun. 30, 2021USD ($) | Dec. 31, 2020USD ($) |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Equity method investment ownership percentage | 100.00% | |||
Payment of stock issuance costs | $ | $ 2,008,000 | |||
Number of days granted to underwriters to purchase additional shares of common stock | 30 days | |||
Current portion of long term debt | $ | 1,757,000 | $ 2,955,000 | ||
Long term debt net of current portion | $ | $ 613,095,000 | 516,877,000 | ||
Loan Under Paycheck Protection Programme | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Current portion of long term debt | $ | 1,800,000 | |||
Long term debt net of current portion | $ | $ 300,000 | |||
Subsequent Event | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Sale of stock issue price per share | $ / shares | $ 26 | |||
Temporary equity future value | $ | $ 1,000 | |||
Temporary equity compound interest rate | 9.00% | |||
Sale of stock, number of shares issued in transaction | shares | 14,400,000 | |||
Stock shares tendered for sale by the existing stockholders | shares | 3,200,000 | |||
Temporary equity stock shares converted into permanent equity | shares | 16,607,235 | |||
Subsequent Event | Underwriter | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Stock shares tendered for sale by the existing stockholders | shares | 1,200,000 | |||
Stock shares offered but not yet tendered by the existing stockholders | shares | 2,000,000 | |||
Subsequent Event | IPO | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Sale of stock, number of shares issued in transaction | shares | 10,000,000 | |||
Proceeds from issuance initial public offering | $ | $ 241,500,000 | |||
Payment of stock issuance costs | $ | $ 18,500,000 | |||
Subsequent Event | IPO | Twenty Six Dollars Per Share | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Sale of stock issue price per share | $ / shares | $ 26 | |||
Subsequent Event | Capital Unit, Class A | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Temporary equity stock shares converted into permanent equity | shares | 16,607,235 | |||
Subsequent Event | Capital Unit, Class B | ||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||
Temporary equity stock shares converted into permanent equity | shares | 53,646,668 | |||
Stock split ratio | 0.5 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Summary of Disaggregates the Company's Net Revenues (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Disaggregation of Revenue | $ 68,474 | $ 49,535 | $ 136,285 | $ 93,153 |
Lending Software Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregation of Revenue | 45,243 | 32,799 | 88,377 | 63,338 |
Data Verification Software Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Disaggregation of Revenue | $ 23,231 | $ 16,736 | $ 47,908 | $ 29,815 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Depreciation is Computed on a Straight-line Basis Over the Estimated Useful Lives of the Assets (Detail) | 6 Months Ended |
Jun. 30, 2020 | |
Computer equipment and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer equipment and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Office equipment and furniture | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Office equipment and furniture | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 7 years |
Buildings | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 25 years |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property Plant And Equipment Useful Life Terms | Shorter of the lease term and the estimated useful lives of the assets |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Disaggregation of Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 68,474 | $ 49,535 | $ 136,285 | $ 93,153 |
Subscription fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | 60,427 | 44,000 | 120,743 | 82,771 |
Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | 5,615 | 3,651 | 11,106 | 7,400 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 2,432 | $ 1,884 | $ 4,436 | $ 2,982 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Changes in the Deferred Revenue (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue, beginning balance | $ 10,873 | $ 7,841 |
Billing of transaction consideration | 146,506 | 100,440 |
Revenue recognized | (136,285) | (93,153) |
Deferred revenue, ending balance | $ 21,094 | $ 15,128 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Changes in Contract Cost Assets (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Capitalized Contract Cost [Line Items] | |||
Beginning balance | $ 3,207 | $ 1,635 | |
Additions | 1,940 | 814 | |
Amortization | (594) | (297) | |
Ending balance | 4,553 | 2,152 | |
Contract cost assets, current | 1,796 | 825 | $ 1,256 |
Contract cost assets, noncurrent | 2,757 | 1,327 | |
Total deferred contract cost assets | $ 4,553 | $ 2,152 | $ 3,207 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)NumberSegment | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Number of operating segments | Segment | 1 | ||||
Number of reportable segments | Segment | 1 | ||||
Business combination measurement period, Expiration term | 1 year | ||||
Cash equivalents at carrying value | $ 0 | $ 0 | $ 0 | ||
Accounts receivable, Allowance for doubtful accounts | 400,000 | $ 400,000 | 600,000 | ||
Number of reporting units | Number | 1 | ||||
Goodwill impairment loss | 0 | $ 0 | $ 0 | $ 0 | |
Deferred offering costs | 2,767,000 | 2,767,000 | 995,000 | ||
Impairment of long-lived assets | 0 | 0 | $ 0 | 0 | |
Contract with customer payment terms | 30 days | ||||
Contract with customer, Timing of satisfaction of performance obligation and payment | The Company expects, at contract inception, that the period between when promised goods and services are transferred to the customer and when the customer pays for those goods and services will be one year or less | ||||
Impairment of assets related to deferrd commissions | $ 0 | 0 | $ 0 | 0 | |
Expected period of amortization of deferred costs over expected period of customer benefit | 3 years | 3 years | |||
Software Costs | $ 1,400,000 | 700,000 | $ 2,200,000 | 1,400,000 | |
Implementation And Service Based Fee [Member] | |||||
Upfront invoice percentage | 50.00% | ||||
Percentage of remaining Invoice amount billing upon completion | 50.00% | ||||
Selling and Marketing Expense [Member] | |||||
Advertising and tradeshow expenses | 300,000 | $ 100,000 | $ 400,000 | $ 400,000 | |
Capitalized Software [Member] | |||||
Finite lived intangible assets, Useful life | 3 years | ||||
Fair Value, Recurring [Member] | |||||
Assets fair value | 0 | $ 0 | |||
Liabilities fair value | 0 | 0 | |||
Fair Value, Nonrecurring [Member] | |||||
Assets fair value | 0 | 0 | |||
Liabilities fair value | 0 | 0 | |||
Restricted Cash Current [Member] | |||||
Escrow deposit | 2,100,000 | 2,100,000 | |||
Restricted Cash Current [Member] | Saylent Technologies, Inc [Member] | |||||
Line of credit, Current | 100,000 | 100,000 | |||
Prepaid Expenses and Other Current Assets [Member] | |||||
Deferred offering costs | $ 2,800,000 | $ 2,800,000 | $ 1,000,000 | ||
Maximum | |||||
Investments, Maturity terms | 3 months | ||||
Contract with customer, Period between timing of satisfaction of performance obligation and payment | 1 year | ||||
Lending Software Solutions | |||||
Concentration risk, Percentage | 66.00% | 66.00% | 65.00% | 68.00% | |
Data Verification Software Solutions | |||||
Concentration risk, Percentage | 34.00% | 34.00% | 35.00% | 32.00% |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Prepaid Expense and Other Assets, Current [Abstract] | |||
Prepaid expenses | $ 4,585 | $ 2,938 | |
Capitalized contract costs – current | 1,796 | 1,256 | $ 825 |
Deferred offering costs | 2,767 | 995 | |
Prepaid income taxes | 196 | ||
Others | 174 | 427 | |
Total prepaid expenses and other current assets | $ 9,322 | $ 5,812 |
Balance Sheet Components - Su_2
Balance Sheet Components - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 12,403 | $ 11,956 |
Less: Accumulated depreciation and amortization | (5,298) | (4,356) |
Property and equipment, net | 7,105 | 7,600 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 7,685 | 7,317 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 3,292 | 2,953 |
Office equipment and furniture | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 1,426 | 1,683 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 3 |
Balance Sheet Components - Su_3
Balance Sheet Components - Summary of Intangible Assets, Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 436,277 | $ 420,362 |
Finite-Lived Intangible Assets, Accumulated Amortization | (116,115) | (92,330) |
Finite-Lived Intangible Assets, Net | 320,162 | 328,032 |
Capitalized Computer Software, Gross | 8,102 | 5,887 |
Capitalized Computer Software, Accumulated Amortization | (2,759) | (1,668) |
Capitalized Computer Software, Net | 5,343 | 4,219 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 328,600 | 322,800 |
Finite-Lived Intangible Assets, Accumulated Amortization | (82,987) | (66,750) |
Finite-Lived Intangible Assets, Net | 245,613 | 256,050 |
Developed Technology Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 74,800 | 69,000 |
Finite-Lived Intangible Assets, Accumulated Amortization | (24,155) | (19,275) |
Finite-Lived Intangible Assets, Net | 50,645 | 49,725 |
Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 24,175 | 22,675 |
Finite-Lived Intangible Assets, Accumulated Amortization | (6,139) | (4,637) |
Finite-Lived Intangible Assets, Net | 18,036 | $ 18,038 |
Non-competition agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 600 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (75) | |
Finite-Lived Intangible Assets, Net | $ 525 |
Balance Sheet Components - Su_4
Balance Sheet Components - Summary of Estimated Useful Lives and Weighted Average Amortization Periods for Intangible Assets (Detail) | 6 Months Ended |
Jun. 30, 2021 | |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted-Average Amortization Period | 10 years |
Developed Technology Rights [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted-Average Amortization Period | 10 years |
Developed Technology Rights [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted-Average Amortization Period | 5 years |
Trademarks [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted-Average Amortization Period | 10 years |
Non-competition agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted-Average Amortization Period | 2 years |
Capitalized Software [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted-Average Amortization Period | 3 years |
Balance Sheet Components - Su_5
Balance Sheet Components - Summary of Estimated Future Amortization of Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
Years ending December 31, 2021 (remaining six months) | $ 24,188 | |
2022 | 48,039 | |
2023 | 46,075 | |
2024 | 44,344 | |
2025 | 40,337 | |
Thereafter | 117,179 | |
Total amortization expense | $ 320,162 | $ 328,032 |
Balance Sheet Components - Su_6
Balance Sheet Components - Summary of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued bonuses | $ 3,872 | $ 5,423 |
Accrued payroll and payroll-related expenses | 7,845 | 7,305 |
Sales tax liability from acquisitions | 2,939 | 2,739 |
Accrued costs of revenues | 3,740 | 1,988 |
Accrued Operating Costs | 1,419 | 1,609 |
Other accrued expenses | 1,915 | 2,006 |
Accrued Liabilities, Current | $ 21,730 | $ 21,070 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Depreciation | $ 600 | $ 600 | $ 1,200 | $ 1,200 |
Gain loss on disposition of property plant and equipment | (207) | (72) | ||
Amortization of intangible assets | 12,000 | 9,200 | 23,800 | 18,300 |
General and Administrative Expense [Member] | ||||
Amortization of intangible assets | 8,900 | 7,100 | 17,800 | 14,100 |
Cost of Sales [Member] | ||||
Amortization of intangible assets | 3,100 | 2,100 | 6,000 | 4,200 |
Office Equipment [Member] | General and Administrative Expense [Member] | ||||
Gain loss on disposition of property plant and equipment | $ 100 | $ 0 | $ 200 | $ 100 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Changes to Accrued Lease Termination Liability (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jan. 01, 2021 | |
Schedule Of Changes To Accrued Lease Termination Liability [Abstract] | ||
Accrued termination costs | $ 329 | $ 0 |
Additions to lease termination liability | 454 | |
Lease amounts paid, net of sublease income | (125) | |
Less current portion (included in accrued liabilities) | (202) | |
Accrued termination costs, non-current portion (included in other long-term liabilities) | $ 127 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Future Minimum Lease Payments (Detail) $ in Thousands | Jun. 30, 2021USD ($) |
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | |
Operating Leases Sublease Receipts | $ (451) |
Years Ending December 31, 2021 (remaining six months) | 803 |
2022 | 1,656 |
2023 | 1,099 |
2024 | 897 |
2025 | 319 |
Thereafter | 243 |
Total future mininum lease payments | 5,017 |
Maturity Period Remainder Of Fiscal Year [Member] | |
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | |
Operating Leases Sublease Receipts | (156) |
2022 [Member] | |
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | |
Operating Leases Sublease Receipts | (295) |
Related Party [Member] | |
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | |
Years Ending December 31, 2021 (remaining six months) | 421 |
2022 | 875 |
Total amortization expense | 1,296 |
Third Party [Member] | |
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | |
Years Ending December 31, 2021 (remaining six months) | 538 |
2022 | 1,076 |
2023 | 1,099 |
2024 | 897 |
2025 | 319 |
Thereafter | 243 |
Total amortization expense | $ 4,172 |
Commitments and Contingencies_3
Commitments and Contingencies - Summary of Rent Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Schedule Of Rent Expense [Line Items] | ||||
Operating Leases, Rent Expense | $ 475 | $ 400 | $ 986 | $ 800 |
Cost of revenues [Member] | ||||
Schedule Of Rent Expense [Line Items] | ||||
Operating Leases, Rent Expense | 217 | 189 | 452 | 379 |
General and administrative [Member] | ||||
Schedule Of Rent Expense [Line Items] | ||||
Operating Leases, Rent Expense | 54 | 51 | 112 | 104 |
Research and development [Member] | ||||
Schedule Of Rent Expense [Line Items] | ||||
Operating Leases, Rent Expense | 139 | 117 | 292 | 237 |
Sales and marketing [Member] | ||||
Schedule Of Rent Expense [Line Items] | ||||
Operating Leases, Rent Expense | $ 65 | $ 43 | $ 130 | $ 80 |
Commitments and Contingencies_4
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Resale Agreement Counterparty [Line Items] | ||||
Operating lease, Term of contract | 2026-12 | |||
Operating lease, Monthly payments | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.1 |
Operating lease Liability, Payments due | 0.8 | 0.8 | ||
Operating lease, Sublease rentals | 0.5 | |||
Operating lease, Termination liability net | 0.3 | 0.3 | ||
Deferred rent | $ 0.1 | 0.1 | ||
General and administrative [Member] | ||||
Resale Agreement Counterparty [Line Items] | ||||
Gain loss on contract termination | 0.4 | |||
Gain loss on disposal of assets | $ 0.1 | |||
Related Party [Member] | ||||
Resale Agreement Counterparty [Line Items] | ||||
Operating lease, Term of contract | 2022-12 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Total principal payments due | $ 628,665 | $ 533,397 |
Debt issuance costs | (13,813) | (13,565) |
Total | 614,852 | 519,832 |
Debt issuance costs | (3,422) | (2,986) |
Total current portion of long-term debt, net | 1,757 | 2,955 |
Non-current portion of long-term debt, net | 613,095 | 516,877 |
First Lien [Member] | ||
Debt Instrument [Line Items] | ||
Total principal payments due | 503,665 | 406,255 |
Total current portion of long-term debt, net | 5,179 | 4,156 |
Second Lien [Member] | ||
Debt Instrument [Line Items] | ||
Total principal payments due | $ 125,000 | 125,000 |
Paycheck Protection Program Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total principal payments due | 2,142 | |
Total current portion of long-term debt, net | $ 1,785 |
Long-Term Debt - Summary of Fut
Long-Term Debt - Summary of Future Principal Payments of Long-term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Maturities of Long-term Debt [Abstract] | ||
Years ending December 31, 2021 (remaining six months) | $ 2,589 | |
2022 | 5,179 | |
2023 | 5,179 | |
2024 | 5,179 | |
2025 | 485,539 | |
2026 | 125,000 | |
Total | $ 628,665 | $ 533,397 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | Dec. 01, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Oct. 07, 2019 | Jun. 07, 2018 | May 31, 2018 |
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 519,832,000 | $ 614,852,000 | $ 614,852,000 | $ 519,832,000 | |||||||
Interest and debt expenses | 9,846,000 | $ 8,517,000 | 19,908,000 | $ 17,374,000 | |||||||
Amortization of financing costs | 700,000 | 400,000 | 1,817,000 | 349,000 | |||||||
Interest expenses, Debt | $ 9,100,000 | $ 8,000,000 | $ 18,100,000 | $ 17,000,000 | |||||||
First Lien Term Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 70,000,000 | $ 245,000,000 | |||||||||
Percentage of principal payments on Term loan to be Repaid Quarterly | 0.25% | 0.25% | |||||||||
Line of Credit Facility, Interest Rate at Period End | 4.00% | ||||||||||
Long-term Debt, Maturity Date | May 31, 2025 | May 31, 2025 | May 31, 2025 | ||||||||
Two Thousand And Nineteen Incremental Term Debt [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 60,000,000 | ||||||||||
Debt Issuance Costs, Net | $ 1,000,000 | ||||||||||
Interest and debt expenses | 1,100,000 | ||||||||||
Third-party fees | $ 100,000 | ||||||||||
Two Thousand And Twenty One Incremental Term [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 100,000,000 | ||||||||||
Debt Issuance Costs, Net | $ 2,000,000 | $ 2,000,000 | $ 2,000,000 | ||||||||
Interest and debt expenses | 2,200,000 | ||||||||||
Third-party fees | $ 200,000 | ||||||||||
Minimum [Member] | First Lien Term Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Interest Rate at Period End | 4.00% | ||||||||||
Maximum [Member] | First Lien Term Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Interest Rate at Period End | 4.75% | 4.75% | |||||||||
First Lien [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument Principal Amount | 315,000,000 | ||||||||||
Debt Instrument Principal Amount of Term Loan | 245,000,000 | ||||||||||
Debt Instrument, Face Amount | 70,000,000 | ||||||||||
Revolving Credit Facility Covenant Percentage | 30.00% | ||||||||||
Debt instrument, Covenant description | If required to test, the Borrowers must maintain a maximum Consolidated First Lien Net Leverage Ratio of 7.00 to 1.00. | ||||||||||
Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Sublimit to Letter of Credit | 5,000,000 | $ 5,000,000 | |||||||||
First Lien Revolving Credit Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Revolving Credit | 35,000,000 | 35,000,000 | 35,000,000 | $ 35,000,000 | 35,000,000 | ||||||
Long-term Debt | $ 0 | $ 0 | $ 0 | $ 0 | |||||||
Line of Credit Facility, Interest Rate at Period End | 3.50% | ||||||||||
Long-term Debt, Maturity Date | May 31, 2023 | May 31, 2023 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | 4.25% | 4.25% | 4.25% | |||||||
Net Leverage Ratio | 0.375% | 0.375% | |||||||||
Debt Issuance Costs, Net | $ 1,000,000 | $ 1,000,000 | |||||||||
Second Lien [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument Principal Amount | 125,000,000 | ||||||||||
Debt Instrument Principal Amount of Term Loan | 95,000,000 | ||||||||||
Debt Instrument, Face Amount | 30,000,000 | ||||||||||
First Lien And Second Lien Term Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-term Debt | $ 30,000,000 | $ 95,000,000 | |||||||||
Debt Issuance Costs, Net | $ 16,200,000 | $ 16,200,000 | |||||||||
First Lien And Second Lien Term Loan [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Interest Rate at Period End | 8.00% | ||||||||||
First Lien And Second Lien Term Loan [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Interest Rate at Period End | 9.00% | 9.00% | |||||||||
First And Second Lien [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of credit facility, Covenant compliance | The Borrowers were in compliance with all covenants of the First Lien and Second Lien as of June 30, 2021. |
Preferred Units and Members' _2
Preferred Units and Members' Deficit - Additional Information (Detail) - $ / shares | 6 Months Ended | |||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |
Class of Stock [Line Items] | ||||||
Cumulative Preferred Return Rate | 9.00% | |||||
Preferred Stock, Liquidation Preference Per Share | $ 1,000 | |||||
Common Class B [Member] | ||||||
Class of Stock [Line Items] | ||||||
Common Unit, Issued | 52,112,904 | 51,492,805 | ||||
Common Unit, Outstanding | 52,112,904 | 51,964,388 | 51,492,805 | 51,295,549 | 50,924,475 | 50,732,795 |
Unit-Based Compensation - Summa
Unit-Based Compensation - Summary of Unit Option Activity (Detail) - $ / shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Beginning balance | 3,169,696 | 2,757,696 |
Granted | 37,500 | 127,500 |
Ending balance | 3,207,196 | 2,885,196 |
Beginning balance ,Weighted Average Exercise Price | $ 6.30 | $ 6.06 |
Granted ,Weighted Average Exercise Price | 18.26 | 6.06 |
Ending balance ,Weighted Average Exercise Price | $ 6.44 | $ 6.06 |
Unit-Based Compensation - Sum_2
Unit-Based Compensation - Summary of Unit-based Compensation for Unit-based Awards (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based Payment Arrangement, Expense | $ 665 | $ 673 | $ 1,308 | $ 1,313 |
Cost of revenues [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based Payment Arrangement, Expense | 93 | 28 | 165 | 55 |
General and administrative [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based Payment Arrangement, Expense | 353 | 485 | 706 | 958 |
Research and development [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based Payment Arrangement, Expense | 82 | 88 | 164 | 159 |
Sales and marketing [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share-based Payment Arrangement, Expense | $ 137 | $ 72 | $ 273 | $ 141 |
Unit-Based Compensation - Addit
Unit-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | May 06, 2019 | Oct. 23, 2018 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Restricted Stock Units, Vested Number Of Shares | 148,515 | 579,505 | 723,520 | 797,139 | ||||
Share-based Payment Arrangement, Expense | $ 665 | $ 673 | $ 1,308 | $ 1,313 | ||||
Unvested Carried Equity Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangements By Share-based Payment Award, Restricted Stock Units, Non Vested Number of Shares | $ 100 | $ 200 | ||||||
Restricted Stock Units, Non-Vested Number Of Shares | 1,533,882 | 1,533,882 | 2,700,948 | |||||
Carried Equity Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of non-vested options forfeited | 0 | 0 | ||||||
Share-based Payment Arrangement, Expense | $ 100 | $ 100 | $ 300 | $ 300 | ||||
Shares Issued, Price Per Share | $ 0.06 | $ 0.06 | ||||||
Performance Shares [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Payment Arrangement, Expense | $ 500 | $ 1,000 | ||||||
Weighted Average Remaining Contractual Term | 10 years | |||||||
2018 plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 0 | 0 | 0 | 0 | ||||
2018 plan [Member] | Maximum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||||||
2018 plan [Member] | Minimum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | |||||||
2018 plan [Member] | Class A Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares issued under share-based payment arrangement. | 4,868 | |||||||
2018 plan [Member] | Co Invest Units [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 0 | |||||||
2018 plan [Member] | Common Class B [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares issued under share-based payment arrangement. | 738,796 | 746,744 | ||||||
Shares Issued, Price Per Share | $ 0.06 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 9,450,667 | 9,450,667 | 9,450,667 | |||||
2019 Plan [Member] | Maximum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||||||
2019 Plan [Member] | Minimum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate reconciliation, percent | 20.90% | 21.00% | 21.80% | 20.20% |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | |||||
Operating leases, rent expense | $ 475 | $ 400 | $ 986 | $ 800 | |
Related party transaction, general and administrative expenses from transactions with related party | 500 | 600 | 1,000 | 1,100 | |
Due to related parties, current | $ 30,000 | ||||
Leased Property From Related Party [Member] | |||||
Related Party Transaction [Line Items] | |||||
Operating leases, rent expense | 100 | $ 200 | 200 | $ 400 | |
Prepaid Expenses and Other Current Assets [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to related parties, current | 500 | ||||
Thoma Bravo [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to related parties, current | 500 | 500 | |||
MeridianLink [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to related parties, current | $ 25,700 | $ 25,700 | $ 30,000 |
Net Loss Per Common Unit - Summ
Net Loss Per Common Unit - Summary of Calculation of Basic and Diluted Net Loss Per Common Unit (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Earnings Per Share Reconciliation [Abstract] | ||||
Net loss attributable to common unitholders | $ (1,800) | $ (3,566) | $ (3,502) | $ (10,525) |
Weighted-average number of common units—basic and dilutive | 52,015,526 | 51,248,738 | 51,843,086 | 51,024,837 |
Basic and dilutive | $ (0.03) | $ (0.07) | $ (0.07) | $ (0.21) |
Net Loss Per Common Unit - Su_2
Net Loss Per Common Unit - Summary of Outstanding Potentially Dilutive Securities Were Excluded from the Calculation of Diluted Net Loss Per Common Unit Attributable to Common Unitholders (Detail) - shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 4,741,078 | 5,943,792 |
Class B Options Outstanding, Unexercised [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 3,207,196 | 2,885,196 |
Class B Carried Equity Units, Unvested [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 1,533,882 | 3,058,596 |
Business Combinations - Summary
Business Combinations - Summary of Fair Value of the Assets Acquired and the Liabilities Assumed (Detail) $ in Thousands | Jun. 30, 2021USD ($) |
Assets acquired: | |
Cash and cash equivalents | $ 2,451 |
Restricted cash | 104 |
Accounts receivable, net | 4,174 |
Prepaid expenses and other current assets | 121 |
Property and equipment, net | 371 |
Goodwill | 22,042 |
Intangible assets | 13,700 |
Total assets acquired | 42,963 |
Liabilities assumed: | |
Accounts payable | 210 |
Accrued compensation and benefits | 2,191 |
Accrued expenses | 754 |
Deferred tax liability | 521 |
Notes payable (PPP Loan) | 775 |
Total liabilities assumed | 4,451 |
Fair value of assets acquired and liabilities assumed | $ 38,512 |
Business Combinations - Summa_2
Business Combinations - Summary of Company's Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Business Combination, Goodwill [Abstract] | |
Beginning balance | $ 542,965 |
Saylent Technologies, Inc Acquisition | 22,042 |
Adjustments to TazWorks acquisition date fair value made in 2021 | 47 |
Ending balance | $ 565,054 |
Business Combinations - Summa_3
Business Combinations - Summary of Fair Value of the Separately Identifiable Finite-lived Intangible Assets Acquired and Estimated Useful Lives (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Values | $ 13,700 |
Weighted Average Amortization Life (years) | 10 years 9 months 18 days |
Customer Relationships [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Values | $ 5,800 |
Weighted Average Amortization Life (years) | 15 years |
Trademarks [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Values | $ 1,500 |
Weighted Average Amortization Life (years) | 6 years 3 months 18 days |
Non-competition [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Values | $ 600 |
Weighted Average Amortization Life (years) | 2 years |
Developed technology [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Values | $ 5,800 |
Weighted Average Amortization Life (years) | 8 years 8 months 12 days |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) - USD ($) $ in Millions | Apr. 01, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 |
TazWorks, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combination, adjustment consideration transferred | $ 0.2 | |||
Business acquisition, pro forma revenue | $ 59.2 | $ 112.9 | ||
Business acquisition, pro forma net income | $ 4.5 | $ 4.8 | ||
Saylent Technologies, Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combination, consideration transferred | $ 38.5 | |||
Business acquisition, transaction costs | $ 0.8 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Millions | Jan. 01, 2022 | Jul. 31, 2021 | Aug. 31, 2021 | Jul. 27, 2021 |
Subsequent Event [Line Items] | ||||
Sale of stock issue price per share | $ 26 | |||
Paycheck Protection Program Loan [Member] | ||||
Subsequent Event [Line Items] | ||||
Restricted cash | $ 2.1 | |||
First Lien Credit Agreement [Member] | ||||
Subsequent Event [Line Items] | ||||
Repayments of debt | $ 75 | |||
Second Lien Credit Agreement [Member] | ||||
Subsequent Event [Line Items] | ||||
Long-term line of credit | $ 125 | |||
Equity Award Grants [Member] | IPO [Member] | ||||
Subsequent Event [Line Items] | ||||
Sale of stock issue price per share | $ 26 | |||
Share-based compensation arrangement by share-based payment award, award vesting period | 4 years | |||
Equity Award Grants [Member] | Common Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, maximum number of shares grant for all employees | 1,511,038 | |||
Equity Award Grants [Member] | Restricted Stock Units [Member] | ||||
Subsequent Event [Line Items] | ||||
Number of shares available for grant | 1,023,668 | |||
2021 Stock Option and Incentive Plan [Member] | ||||
Subsequent Event [Line Items] | ||||
Common stock, capital shares reserved for future issuance | 13,171,588 | |||
Share-based compensation arrangement by share-based payment award, percentage on common stock owing restriction percentage | 5.00% | |||
2021 Stock Option and Incentive Plan [Member] | Common Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Annual increase in share-based pool | 4,051,727 | |||
2021 Employee Stock Purchase Plan [Member] | ||||
Subsequent Event [Line Items] | ||||
Sharebased Compensation Arrangement By Sharebased Payment Award Percentage Increase in Pool Size | 1.00% | |||
Annual increase in share-based pool | 900,000 | |||
Percentage of total combined voting power restricted from purchasing ESPP by employees | 5.00% | |||
2021 Employee Stock Purchase Plan [Member] | Common Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, number of shares authorized | 810,345 |