Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 27, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-40680 | |
Entity Registrant Name | MeridianLink, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-4844620 | |
Entity Address, Address Line One | 3560 Hyland Avenue | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Costa Mesa | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92626 | |
City Area Code | 714 | |
Local Phone Number | 708-6950 | |
Title of 12(b) Security | Common stock, par value $0.001 per share | |
Trading Symbol | MLNK | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 78,986,553 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Central Index Key | 0001834494 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 97,560 | $ 55,780 |
Accounts receivable, net | 33,996 | 32,905 |
Prepaid expenses and other current assets | 12,640 | 9,447 |
Escrow deposit | 0 | 30,000 |
Total current assets | 144,196 | 128,132 |
Property and equipment, net | 3,651 | 4,245 |
Right of use assets | 1,407 | 2,185 |
Intangible assets, net | 262,791 | 297,475 |
Deferred tax assets, net | 18,201 | 13,939 |
Goodwill | 609,333 | 608,657 |
Other assets | 5,738 | 4,524 |
Total assets | 1,045,317 | 1,059,157 |
Current liabilities: | ||
Accounts payable | 4,847 | 1,249 |
Accrued liabilities | 34,159 | 32,500 |
Deferred revenue | 26,694 | 16,945 |
Current portion of long-term debt, net of debt issuance costs | 3,548 | 3,505 |
Total current liabilities | 69,248 | 54,199 |
Long-term debt, net of debt issuance costs | 420,921 | 423,404 |
Long-term deferred revenue | 692 | 1,141 |
Other long-term liabilities | 690 | 1,322 |
Total liabilities | 491,551 | 480,066 |
Commitments and contingencies (Note 5) | ||
Stockholders’ Equity | ||
Preferred stock, $0.001 par value; 50,000,000 shares authorized; zero shares issued and outstanding at September 30, 2023 and December 31, 2022 | 0 | 0 |
Common stock, $0.001 par value; 600,000,000 shares authorized, 79,627,213 and 80,644,452 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively | 130 | 128 |
Additional paid-in capital | 644,854 | 621,396 |
Accumulated deficit | (91,218) | (42,433) |
Total stockholders’ equity | 553,766 | 579,091 |
Total liabilities and stockholders’ equity | $ 1,045,317 | $ 1,059,157 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred sock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 600,000,000 | 600,000,000 |
Common stock, shares issued (in shares) | 79,627,213 | 80,644,452 |
Common stock, shares outstanding (in shares) | 79,627,213 | 80,644,452 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenues, net | $ 76,488 | $ 71,754 | $ 229,038 | $ 217,495 |
Cost of revenues: | ||||
Subscription and services | 22,488 | 23,812 | 69,973 | 68,292 |
Amortization of developed technology | 4,524 | 4,003 | 13,488 | 11,287 |
Total cost of revenues | 27,012 | 27,815 | 83,461 | 79,579 |
Gross profit | 49,476 | 43,939 | 145,577 | 137,916 |
Operating expenses: | ||||
General and administrative | 23,218 | 21,423 | 70,182 | 60,416 |
Research and development | 11,248 | 11,518 | 36,814 | 30,414 |
Sales and marketing | 9,441 | 6,311 | 26,212 | 16,519 |
Acquisition related costs | 0 | 163 | 0 | 2,549 |
Restructuring related costs | 0 | 0 | 3,621 | 0 |
Total operating expenses | 43,907 | 39,415 | 136,829 | 109,898 |
Operating income | 5,569 | 4,524 | 8,748 | 28,018 |
Other (income) expense, net: | ||||
Interest and other income | (1,342) | (327) | (2,596) | (706) |
Interest expense | 9,780 | 6,855 | 28,127 | 16,649 |
Total other expense, net | 8,438 | 6,528 | 25,531 | 15,943 |
(Loss) income before (benefit from) provision for income taxes | (2,869) | (2,004) | (16,783) | 12,075 |
(Benefit from) provision for income taxes | (800) | 890 | (3,818) | 5,318 |
Net (loss) income | $ (2,069) | $ (2,894) | $ (12,965) | $ 6,757 |
Net (loss) income per share: | ||||
Basic (in dollars per share) | $ (0.03) | $ (0.04) | $ (0.16) | $ 0.08 |
Diluted (in dollars per share) | $ (0.03) | $ (0.04) | $ (0.16) | $ 0.08 |
Weighted average common stock outstanding: | ||||
Basic (in shares) | 81,073,915 | 80,659,320 | 80,883,310 | 80,353,399 |
Diluted (in shares) | 81,073,915 | 80,659,320 | 80,883,310 | 82,364,835 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Restricted stock awards | Restricted stock units | Common Stock | Common Stock Restricted stock awards | Common Stock Restricted stock units | Additional paid-in capital | Accumulated deficit |
Beginning balance (in shares) at Dec. 31, 2021 | 79,734,984 | |||||||
Beginning balance at Dec. 31, 2021 | $ 556,278 | $ 88 | $ 596,542 | $ (40,352) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vesting of restricted stock (in shares) | 484,401 | 76,937 | ||||||
Vesting of restricted stock | 32 | $ 32 | ||||||
Issuance of common stock due to exercise of stock options (in shares) | 28,909 | |||||||
Issuance of common stock due to exercise of stock options | 179 | 179 | ||||||
Share-based compensation expense | 3,887 | 3,887 | ||||||
Net income (loss) | 7,479 | 7,479 | ||||||
Ending balance (in shares) at Mar. 31, 2022 | 80,325,231 | |||||||
Ending balance at Mar. 31, 2022 | 567,855 | $ 120 | 600,608 | (32,873) | ||||
Beginning balance (in shares) at Dec. 31, 2021 | 79,734,984 | |||||||
Beginning balance at Dec. 31, 2021 | 556,278 | $ 88 | 596,542 | (40,352) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vested of restricted stock (in shares) | 588,106 | |||||||
Shares withheld related to net share settlement of restricted stock units | $ (184) | |||||||
Repurchase of stock (in shares) | (16,703) | |||||||
Repurchase of stock | $ (262) | |||||||
Net income (loss) | 6,757 | |||||||
Ending balance (in shares) at Sep. 30, 2022 | 80,732,286 | |||||||
Ending balance at Sep. 30, 2022 | 580,493 | $ 128 | 614,222 | (33,857) | ||||
Beginning balance (in shares) at Mar. 31, 2022 | 80,325,231 | |||||||
Beginning balance at Mar. 31, 2022 | 567,855 | $ 120 | 600,608 | (32,873) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vesting of restricted stock (in shares) | 92,209 | 4,656 | ||||||
Vesting of restricted stock | 6 | $ 6 | ||||||
Issuance of common stock due to exercise of stock options (in shares) | 1,000 | |||||||
Issuance of common stock due to exercise of stock options | 7 | 7 | ||||||
Issuance of common stock through employee stock purchase plan (in shares) | 64,985 | |||||||
Issuance of common stock through employee stock purchase plan | 922 | 922 | ||||||
Repurchase of stock (in shares) | (12,300) | |||||||
Repurchase of stock | (193) | (193) | ||||||
Share-based compensation expense | 5,548 | 5,548 | ||||||
Net income (loss) | 2,172 | 2,172 | ||||||
Ending balance (in shares) at Jun. 30, 2022 | 80,475,781 | |||||||
Ending balance at Jun. 30, 2022 | 576,317 | $ 126 | 607,085 | (30,894) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vesting of restricted stock (in shares) | 11,496 | 259,868 | ||||||
Vesting of restricted stock | 2 | $ 2 | ||||||
Vested of restricted stock (in shares) | 11,496 | |||||||
Shares withheld related to net share settlement of restricted stock units (in shares) | (10,456) | |||||||
Shares withheld related to net share settlement of restricted stock units | $ (184) | (184) | ||||||
Repurchase of stock (in shares) | (4,403) | (4,403) | ||||||
Repurchase of stock | $ (69) | (69) | ||||||
Share-based compensation expense | 7,321 | 7,321 | ||||||
Net income (loss) | (2,894) | (2,894) | ||||||
Ending balance (in shares) at Sep. 30, 2022 | 80,732,286 | |||||||
Ending balance at Sep. 30, 2022 | 580,493 | $ 128 | 614,222 | (33,857) | ||||
Beginning balance (in shares) at Dec. 31, 2022 | 80,644,452 | |||||||
Beginning balance at Dec. 31, 2022 | 579,091 | $ 128 | 621,396 | (42,433) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vesting of restricted stock (in shares) | 59,558 | |||||||
Vesting of restricted stock | $ 4 | $ 4 | ||||||
Vested of restricted stock (in shares) | 65,770 | |||||||
Issuance of common stock due to exercise of stock options (in shares) | 97,412 | |||||||
Issuance of common stock due to exercise of stock options | 594 | 594 | ||||||
Shares withheld related to net share settlement of restricted stock units (in shares) | (1,769) | |||||||
Shares withheld related to net share settlement of restricted stock units | (24) | (24) | ||||||
Repurchase of stock (in shares) | (228,529) | |||||||
Repurchase of stock | (3,499) | (3,499) | ||||||
Share-based compensation expense | 4,939 | 4,939 | ||||||
Net income (loss) | (5,666) | (5,666) | ||||||
Ending balance (in shares) at Mar. 31, 2023 | 80,636,894 | |||||||
Ending balance at Mar. 31, 2023 | 575,439 | $ 132 | 626,905 | (51,598) | ||||
Beginning balance (in shares) at Dec. 31, 2022 | 80,644,452 | |||||||
Beginning balance at Dec. 31, 2022 | $ 579,091 | $ 128 | 621,396 | (42,433) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vested of restricted stock (in shares) | 63,055 | 863,709 | ||||||
Issuance of common stock due to exercise of stock options (in shares) | 248,431 | |||||||
Shares withheld related to net share settlement of restricted stock units | $ (1,403) | |||||||
Repurchase of stock (in shares) | (2,182,215) | |||||||
Repurchase of stock | $ (35,822) | |||||||
Net income (loss) | (12,965) | |||||||
Ending balance (in shares) at Sep. 30, 2023 | 79,627,213 | |||||||
Ending balance at Sep. 30, 2023 | 553,766 | $ 130 | 644,854 | (91,218) | ||||
Beginning balance (in shares) at Mar. 31, 2023 | 80,636,894 | |||||||
Beginning balance at Mar. 31, 2023 | 575,439 | $ 132 | 626,905 | (51,598) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vesting of restricted stock (in shares) | 3,497 | |||||||
Vested of restricted stock (in shares) | 575,623 | |||||||
Issuance of common stock due to exercise of stock options (in shares) | 51,105 | |||||||
Issuance of common stock due to exercise of stock options | 431 | 431 | ||||||
Shares withheld related to net share settlement of restricted stock units (in shares) | (53,240) | |||||||
Shares withheld related to net share settlement of restricted stock units | (1,026) | (1,026) | ||||||
Issuance of common stock through employee stock purchase plan (in shares) | 61,759 | |||||||
Issuance of common stock through employee stock purchase plan | 793 | 793 | ||||||
Repurchase of stock (in shares) | (107,978) | |||||||
Repurchase of stock | (1,646) | (1,646) | ||||||
Share-based compensation expense | 9,090 | 9,090 | ||||||
Net income (loss) | (5,230) | (5,230) | ||||||
Ending balance (in shares) at Jun. 30, 2023 | 81,167,660 | |||||||
Ending balance at Jun. 30, 2023 | 577,851 | $ 132 | 636,193 | (58,474) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vested of restricted stock (in shares) | 0 | 222,316 | ||||||
Issuance of common stock due to exercise of stock options (in shares) | 99,914 | |||||||
Issuance of common stock due to exercise of stock options | 608 | 608 | ||||||
Shares withheld related to net share settlement of restricted stock units (in shares) | (16,969) | |||||||
Shares withheld related to net share settlement of restricted stock units | $ (353) | (353) | ||||||
Repurchase of stock (in shares) | (1,845,708) | (1,845,708) | ||||||
Repurchase of stock | $ (30,677) | $ (2) | (30,675) | |||||
Share-based compensation expense | 8,406 | 8,406 | ||||||
Net income (loss) | (2,069) | (2,069) | ||||||
Ending balance (in shares) at Sep. 30, 2023 | 79,627,213 | |||||||
Ending balance at Sep. 30, 2023 | $ 553,766 | $ 130 | $ 644,854 | $ (91,218) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (12,965) | $ 6,757 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 43,388 | 39,746 |
Provision for expected credit losses | 627 | 0 |
Amortization of debt issuance costs | 897 | 1,705 |
Share-based compensation expense | 22,216 | 16,501 |
Loss on disposal of property and equipment | 0 | 164 |
Gain on change in fair value of earnout | 0 | (162) |
Deferred income taxes | (4,507) | 5,193 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | (1,726) | (6,964) |
Prepaid expenses and other assets | (4,595) | (2,480) |
Accounts payable | 3,632 | (450) |
Accrued liabilities | (782) | (247) |
Deferred revenue | 9,301 | 7,472 |
Net cash provided by operating activities | 55,486 | 67,235 |
Cash flows from investing activities: | ||
Acquisition, net of cash acquired – Beanstalk Networks L.L.C. | 326 | 0 |
Acquisition, net of cash and restricted cash acquired – StreetShares, Inc. | 0 | (23,138) |
Return (payment) of escrow deposit | 30,000 | (30,000) |
Funds payable in connection with former business combination | 1,219 | 0 |
Capitalized software additions | (7,004) | (6,323) |
Purchases of property and equipment | (347) | (889) |
Net cash provided by (used in) investing activities | 24,194 | (60,350) |
Cash flows from financing activities: | ||
Repurchases of common stock | (35,660) | (262) |
Proceeds from exercise of stock options | 1,633 | 186 |
Proceeds from employee stock purchase plan | 793 | 922 |
Taxes paid related to net share settlement of restricted stock units | (1,403) | (184) |
Principal payments of debt | (3,263) | (2,175) |
Payment of Regulation A+ investor note | 0 | (3,265) |
Net cash used in financing activities | (37,900) | (4,778) |
Net increase in cash and cash equivalents | 41,780 | 2,107 |
Cash and cash equivalents, beginning of period | 55,780 | 113,645 |
Cash and cash equivalents, end of period | 97,560 | 115,752 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 27,498 | 14,852 |
Cash paid for income taxes | 2,610 | 1,179 |
Non-cash investing and financing activities: | ||
Shares withheld with respect to net settlement of restricted stock units | 1,403 | 184 |
Purchase price allocation adjustment for BeanStalk Networks acquisition | 757 | 0 |
Purchases of property and equipment included in accounts payable and accrued liabilities | 611 | 2 |
Purchase price allocation adjustment related to income tax effects for StreetShares acquisition | 245 | 0 |
Share-based compensation expense capitalized to software additions | 219 | 255 |
Excise taxes payable included in repurchases of common stock | 162 | 0 |
Vesting of restricted stock awards and restricted stock units | 4 | 40 |
Regulation A+ investor note assumed in business combination | 0 | 3,265 |
Initial recognition of operating lease liabilities | 0 | 3,786 |
Initial recognition of operating lease right-of-use assets | $ 0 | $ 3,096 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of BusinessMeridianLink, 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 (“SaaS”) model under which its customers pay subscription fees for the use of the Company’s solutions. The Company is controlled by its majority stockholder, which is represented by various investment funds of Thoma Bravo UGP, LLC and its affiliates (“Thoma Bravo”). The Company is headquartered in Costa Mesa, California. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation The unaudited 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. Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations or the consolidated balance sheets. The interim condensed consolidated balance sheet as of September 30, 2023, the condensed consolidated statements of operations and stockholders’ equity for the three and nine months ended September 30, 2023 and 2022, and the condensed consolidated statements of cash flows for the nine months ended September 30, 2023 and 2022 are unaudited. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair presentation of the Company’s condensed consolidated financial position as of September 30, 2023, its condensed consolidated results of operations for the three and nine months ended September 30, 2023 and 2022 and its cash flows for the nine months ended September 30, 2023 and 2022. The financial data and the other financial information disclosed in the notes to the condensed consolidated financial statements related to the three and nine months ended September 30, 2023 and 2022 and as of September 30, 2023, are also unaudited. The condensed consolidated balance sheet as of December 31, 2022, included herein, and financial information disclosed in the notes to the condensed consolidated financial statements as of December 31, 2022 was derived from the audited consolidated financial statements as of that date. The condensed consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future annual or interim period. These interim condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed on March 9, 2023 (“2022 Annual Report on Form 10-K”). Operating and Reportable Segment The Company operates and manages its business and financial information on a consolidated basis for the purposes of evaluating financial performance and the allocation of resources. 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. 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, 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 and variable consideration; allowance for credit losses; share-based compensation; the fair value of acquired intangible assets; the capitalization of software development costs; the useful lives of 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. Significant Accounting Policies The Company’s significant accounting policies are discussed in Note 2, “Significant Accounting Policies” in the Company’s 2022 Annual Report on Form 10-K. There have been no changes to the Company’s significant accounting policies described in the Company’s 2022 Annual Report on Form 10-K that have had a material impact on its condensed consolidated financial statements and related notes, except for updates resulting from the adoption of accounting standard update (“ASU”) 2016-13, “Financial Instruments — Credit Losses (Topic 326)” which is discussed in more detail within Note 3, “Revenue Recognition.” Accounting Pronouncements Recently Adopted The Company is an emerging growth company as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) and has elected to use the extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies. ASU 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” Rather than generally recognizing credit losses when it is probable that the loss has been incurred, the revised guidance requires companies to recognize an allowance for credit losses for the difference between the amortized cost basis of a financial instrument and the amount of amortized cost that the company expects to collect over the instrument’s contractual life. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. Adoption of the standard requires using a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date to align existing credit loss methodology with the new standard. The Company adopted this guidance effective January 1, 2023, and the adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements and disclosures. Recent Accounting Pronouncements Not Yet Adopted ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” ASU 2020-04 provides optional guidance for a limited time to ease the potential accounting burden associated with transitioning away from reference rates, such as the London Inter-Bank Offered Rate (LIBOR), which regulators in the United Kingdom are currently phasing out. The expedients and exceptions provided by ASU 2020-04 are for the application of GAAP to contracts, hedging relationships, and other transactions affected by the rate reform. Companies can apply the ASU immediately, however, the guidance will only be available for a limited time. In December 2022, the FASB issued ASU 2022-06, “Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 , ” which deferred the sunset date from December 31, 2022, to December 31, 2024, after which companies will no longer be permitted to apply the transition relief. The Company is currently evaluating the impact of this guidance on its condensed consolidated financial statements and related disclosures. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Disaggregation of Revenue The following table disaggregates the Company’s net revenues by solution type (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Lending Software Solutions $ 58,949 $ 52,414 $ 172,728 $ 153,249 Data Verification Software Solutions 17,539 19,340 56,310 64,246 Total $ 76,488 $ 71,754 $ 229,038 $ 217,495 Lending Software Solutions accounted for 77%, and 73% of total revenues for the three months ended September 30, 2023 and 2022, respectively. Data Verification Software Solutions accounted for 23% and 27% of total revenues for the three months ended September 30, 2023 and 2022, respectively. Lending Software Solutions accounted for 75%, and 70% of total revenues for the nine months ended September 30, 2023 and 2022, respectively. Data Verification Software Solutions accounted for 25% and 30% of total revenues for the nine months ended September 30, 2023 and 2022, respectively. Revenue is measured based on the consideration that the Company expects to receive pursuant to a contract with a customer or partner. Under the standard terms and conditions of the Company's contracts with its customers or partners, contractual transaction price is generally not adjusted due to measurement adjustments associated with estimated variable consideration. Variable consideration exists when the amount that the Company expects to receive in a contract is based on the occurrence or non-occurrence of future events, such as processing services performed under usage-based pricing arrangements or professional services billed on a time-and-materials basis. Variable consideration can also be present in certain transactions in the form of discounts, credits, price concessions, penalties, and similar items. The Company estimates variable consideration in its contracts primarily using the expected value method. The Company develops estimates of variable consideration on the basis of both historical information and current trends. Variable consideration included in the transaction price of a contract is constrained such that a significant revenue reversal is not probable. During the three months ended June 30, 2023, the Company updated its estimate of variable consideration associated with one of the Company’s channel reseller contracts acquired through a past acquisition, which resulted in a $2.3 million reduction in Lending Software Solutions revenue for the period. The change in the estimate of variable consideration for that period was due to a commercial dispute with the reseller in the period, which resulted in a reduction in the amount the Company expected to receive under this contract, as the receipt of this amount was no longer considered to be probable, leading to the reduction in revenue. The Company did not make any updates to its estimate of variable consideration during the three months ended September 30, 2023. The following table disaggregates the Company’s net revenues by major source (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Subscription fees $ 64,613 $ 61,861 $ 194,788 $ 188,860 Professional services 8,706 7,293 26,143 21,070 Other 3,169 2,600 8,107 7,565 Total revenues $ 76,488 $ 71,754 $ 229,038 $ 217,495 Deferred Revenue The changes in the Company’s deferred revenue as of September 30, 2023 and 2022 were as follows (in thousands): Nine Months Ended September 30, 2023 2022 Deferred revenue, beginning balance $ 18,086 $ 14,707 Billing of transaction consideration 238,338 225,821 Revenue recognized (229,038) (217,495) Deferred revenue, ending balance $ 27,386 $ 23,033 Deferred revenue, current $ 26,694 $ 22,655 Long-term deferred revenue 692 378 Total deferred revenue $ 27,386 $ 23,033 Customer Contracts - Related Balance Sheet Amounts The following table presents amounts related to customer contract-related arrangements, which are included on the condensed consolidated balance sheets as follows (in thousands): As of September 30, 2023 As of January 1, 2023 As of September 30, 2022 As of January 1, 2022 Accounts receivable, net (1) $ 33,996 $ 32,905 $ 32,034 $ 24,913 Deferred revenue, current $ 26,694 $ 16,945 $ 22,655 $ 14,707 Long-term deferred revenue $ 692 $ 1,141 $ 378 $ — (1) Accounts receivable, net includes unbilled receivable balances related to customer contracts. Unbilled receivable balances as of September 30, 2023, and January 1, 2023, were $2.2 million and $4.2 million, respectively. Unbilled receivable balances as of September 30, 2022, and January 1, 2022, were $2.0 million and $0.0 million, respectively. Assets Recognized from Costs to Obtain a Contract with a Customer The following table represents the changes in contract cost assets (in thousands): Nine Months Ended September 30, 2023 2022 Beginning balance $ 6,539 $ 5,835 Additions 3,570 2,114 Amortization (2,423) (1,856) Ending balance $ 7,686 $ 6,093 Contract cost assets, current $ 3,642 $ 2,835 Contract cost assets, noncurrent 4,044 3,258 Total deferred contract cost assets $ 7,686 $ 6,093 Accounts Receivable and Allowance for Credit Losses Effective January 1, 2023, the Company adopted the requirements of ASU 2016-13. The Company’s accounts receivable includes billed and unbilled receivables, net of an allowance for credit losses. Trade accounts receivable are recorded at invoiced amounts and do not bear interest. The Company recognizes an allowance for credit losses on accounts receivable in an amount equal to the current expected credit losses. The estimation of the allowance is based on an analysis of historical loss experience, current receivables aging, and management’s assessment of current conditions and estimated future conditions, as well as an assessment of specific identifiable customer accounts considered at risk or uncollectible. The Company assesses collectability by pooling receivables where similar characteristics exist and evaluates receivables individually when specific customer balances no longer share those risk characteristics and are considered at risk or uncollectible. The expense associated with the allowance for expected credit losses is recognized in general and administrative expenses. A rollforward of the Company’s allowance for expected credit losses balance for the nine months ended September 30, 2023, is as follows (in thousands): Nine Months Ended September 30, 2023 Allowance for doubtful accounts, December 31, 2022 $ 165 Impact of adopting ASU 2016-13 — Allowance for expected credit losses, January 1, 2023 165 Provision for expected credit losses 627 Write offs, net (375) Allowance for expected credit losses, September 30, 2023 $ 417 |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): As of September 30, 2023 As of December 31, 2022 Prepaid expenses $ 7,471 $ 6,069 Contract cost assets – current 3,642 2,938 Income tax receivable 913 — Other 614 440 Total prepaid expenses and other current assets $ 12,640 $ 9,447 Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): As of September 30, 2023 As of December 31, 2022 Computer equipment and software $ 8,727 $ 7,854 Leasehold improvements 2,732 2,732 Office equipment and furniture 991 978 Total 12,450 11,564 Less: Accumulated depreciation (8,799) (7,319) Property and equipment, net $ 3,651 $ 4,245 Depreciation expense amounted to $0.5 million and $0.6 million for the three months ended September 30, 2023 and 2022, respectively, and $1.5 million and $1.7 million for the nine months ended September 30, 2023 and 2022, respectively. The Company disposed of office furniture that resulted in a loss of $0.0 million and $0.2 million for the three and nine months ended September 30, 2022, respectively. The losses are included in general and administrative expenses on the accompanying condensed consolidated statements of operations. There were no disposals of property and equipment for the three and nine months ended September 30, 2023. Intangible Assets, Net Intangible assets, net consisted of the following (in thousands): As of September 30, 2023 Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 343,300 $ (157,938) $ 185,362 Developed technology 96,400 (49,233) 47,167 Trademarks 24,975 (12,175) 12,800 Non-competition agreements 5,500 (1,498) 4,002 Capitalized software 26,667 (13,207) 13,460 Total intangible assets, net $ 496,842 $ (234,051) $ 262,791 As of December 31, 2022 Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 343,300 $ (132,298) $ 211,002 Developed technology 96,400 (40,360) 56,040 Trademarks 24,975 (10,205) 14,770 Non-competition agreements 5,500 (688) 4,812 Capitalized software 19,443 (8,592) 10,851 Total intangible assets, net $ 489,618 $ (192,143) $ 297,475 The weighted average remaining useful lives for intangible assets as of September 30, 2023, were as follows: Weighted Average Remaining Useful Life (in years) Customer relationships 6 Developed technology 7 Trademarks 6 Non-competition agreements 4 Capitalized software 3 Amortization expense related to intangible assets was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenues $ 4,524 $ 4,003 $ 13,488 $ 11,287 General and administrative expense 9,419 8,790 28,420 26,741 Total amortization expense $ 13,943 $ 12,793 $ 41,908 $ 38,028 The estimated future amortization of intangible assets as of September 30, 2023, was as follows (in thousands): Years ending December 31, 2023 (remaining three months) $ 14,024 2024 55,166 2025 49,285 2026 43,497 2027 42,052 Thereafter 58,767 Total amortization expense $ 262,791 Accrued Liabilities Accrued liabilities consisted of the following (in thousands): As of As of Accrued payroll and payroll-related expenses $ 8,177 $ 9,836 Accrued bonuses 7,172 5,947 Sales tax liability from acquisitions 4,247 4,572 Accrued operating costs 4,229 4,016 Accrued costs of revenues 3,526 3,141 Funds payable in connection with former business combination 1,219 — Customer deposits 1,481 476 Lease liabilities – current 949 1,223 User conference 300 755 Other accrued expenses 2,859 2,534 Total accrued liabilities $ 34,159 $ 32,500 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Matters The Company is, and from time to time may be, involved in legal proceedings and claims arising out of the Company’s operations in the ordinary 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. Other Contractual Commitments The Company’s contractual commitments primarily consist of third-party cloud infrastructure agreements and service subscription arrangements used to support operations at the enterprise level. Future minimum payments under the Company’s non-cancelable purchase commitments as of September 30, 2023, are as follows (in thousands): Contractual Commitments Years ending December 31, 2023 (remaining three months) $ — 2024 2,499 Total $ 2,499 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following (in thousands): As of September 30, 2023 As of December 31, 2022 2021 Term loan $ 428,475 $ 431,738 Debt issuance costs (4,006) (4,829) Total debt, net 424,469 426,909 Less: Current portion of long-term debt 2021 Term loan 4,350 4,350 Debt issuance costs (802) (845) Total current portion of long-term debt, net 3,548 3,505 Total non-current portion of long-term debt, net $ 420,921 $ 423,404 Amortization of debt issuance costs was $0.2 million and $0.3 million for the three months ended September 30, 2023 and 2022, respectively. Total interest expense, excluding amortization of debt issuance costs, was $9.6 million and $6.6 million for the three months ended September 30, 2023 and 2022, respectively. Amortization of debt issuance costs was $0.9 million and $1.7 million for the nine months ended September 30, 2023 and 2022, respectively. Total interest expense, excluding amortization of debt issuance costs, was $27.4 million and $14.9 million, for the nine months ended September 30, 2023 and 2022, respectively. 2021 Credit Agreement On November 10, 2021, the Company entered into a credit agreement (the “2021 Credit Agreement”), which provides for a term loan facility (the “2021 Term Loan”) in an aggregate principal amount of $435.0 million, and a revolving credit facility (the “2021 Revolving Credit Facility”) in an aggregate principal amount of $50.0 million, inclusive of a $10.0 million letter of credit sub-facility. The Company used the proceeds from the 2021 Term Loan to pay all outstanding amounts due under the Company’s previous 2018 First Lien plus certain fees and expenses. The 2021 Term Loan and 2021 Revolving Credit Facility mature on November 10, 2028, and November 10, 2026, respectively. The Company has not drawn on the 2021 Revolving Credit Facility as of September 30, 2023. During the second quarter of 2023, the Company entered into a conforming changes amendment to the 2021 Credit Agreement that established the Secure Overnight Financing Rate (“SOFR”) as the benchmark rate used in the definition of the Eurocurrency Rate for its 2021 Term Loan and 2021 Revolving Credit Facility. Under the terms of the conforming changes amendment, SOFR will be used as the benchmark rate for interest periods beginning on or after June 30, 2023. In connection with the amendment, the Company incurred $0.1 million of financing fees that was expensed during the three months ended June 30, 2023. The obligations under the 2021 Credit Agreement are secured by a lien on substantially all tangible and intangible property of the Company, subject to customary exceptions, limitations, and exclusions from the collateral. The 2021 Credit Agreement contains customary affirmative covenants, negative covenants and events of default, including covenants and restrictions that, among other things, require the Company to satisfy a financial covenant, and restricts or limits the ability of the Company to grant or incur liens, incur additional indebtedness, enter into joint ventures or partnerships, engage in mergers and acquisitions, engage in asset sales, and declare dividends on its capital stock, subject in each case to certain customary exceptions. A failure to comply with covenants could permit the lenders to declare the 2021 Term Loan, and any then outstanding borrowings on the 2021 Revolving Credit Facility, together with accrued interest and fees thereon, to be immediately due and payable. The Company was in compliance with all financial covenants of the 2021 Credit Agreement at September 30, 2023. 2021 Term Loan Borrowings under the 2021 Term Loan bear interest at a variable rate, elected by the Company, equal to the Base Rate (as defined in the 2021 Credit Agreement) or the Eurocurrency Rate (as defined in the 2021 Credit Agreement), plus, an initial margin based on the Company’s Consolidated First Lien Net Leverage Ratio (as defined by the 2021 Credit Agreement), which was 3.00% at September 30, 2023. Beginning in June 2022, the Company is required to make quarterly principal payments equal to 0.25% of the original principal, with the remainder due at maturity. Debt issuance costs of $7.6 million were included as a reduction of the debt balance on the condensed consolidated balance sheets and are amortized into interest expense over the contractual life of the loans using the effective interest method. Included in the debt issuance costs were $4.8 million incurred in connection with the 2021 Term Loan, and $2.8 million carried forward from the Company’s previous 2018 First Lien. The Company recognized $0.2 million and $0.3 million of amortization of debt issuance costs for the 2021 Term Loan during the three months ended September 30, 2023 and 2022, respectively. The Company recognized $0.8 million and $1.6 million of amortization of debt issuance costs for the 2021 Term Loan during the nine months ended September 30, 2023 and 2022, respectively. The effective interest rate on the 2021 Term Loan was 9.0% as of September 30, 2023. 2021 Revolving Credit Facility Borrowings under the 2021 Revolving Credit Facility bear interest, at the election of the Company, at a rate equal to the Base Rate (as defined in the 2021 Credit Agreement) or the Eurocurrency Rate (as defined in the 2021 Credit Agreement), plus, in each case, the Applicable Rate (as defined in the 2021 Credit Agreement), which shall vary based on the Company’s Consolidated First Lien Net Leverage Ratio. In connection with the 2021 Revolving Credit Facility, the Company incurred $0.5 million in debt 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 2021 Revolving Credit Facility using the straight-line method. The unamortized balance as of September 30, 2023, and December 31, 2022, amounted to $0.3 million and $0.4 million, respectively. The 2021 Revolving Credit Facility also requires a quarterly commitment fee based on the Company’s consolidated first lien net leverage ratio. As of September 30, 2023, the applicable rate was 0.5%, which was applied against the $50.0 million unused revolving credit facility balance. Future Principal Payments Future principal payments of long-term debt as of September 30, 2023, were as follows (in thousands): Years ending December 31, 2023 (remaining three months) $ 1,088 2024 4,350 2025 4,350 2026 4,350 2027 4,350 Thereafter 409,987 Total $ 428,475 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Stock Repurchase Program In May 2022, the Company’s board of directors authorized a new stock repurchase program to acquire up to $75.0 million of the Company’s common stock, with no requirement to purchase any minimum number of shares. The manner, timing, and actual number of shares repurchased under the program will depend on a variety of factors, including price, working capital needs, general business and market conditions, regulatory requirements, and other investment opportunities. Shares may be repurchased through privately negotiated transactions, or open market purchases, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934. The repurchase program may be commenced, suspended, or terminated at any time by the Company at its discretion without prior notice. The Company retires the repurchased shares, which automatically return to the status of authorized but unissued shares of common stock. The cost of the repurchased shares, including commissions, fees, and excise taxes are recorded as an adjustment to accumulated deficit on the Company’s condensed consolidated balance sheets and statements of stockholders’ equity. A summary of repurchased share activity during the three and nine months ended September 30, 2023 and 2022, is as follows (in thousands except share data): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Total number of shares repurchased 1,845,708 4,403 2,182,215 16,703 Total cost of shares repurchased, including commissions, fees, and excise taxes $ 30,677 $ 69 $ 35,822 $ 262 As of September 30, 2023, there was a total of $36.0 million remaining for repurchase under the stock repurchase program. Also, see Note 10, “Related Party Transactions”, for a description of the Company’s recent, privately-negotiated transaction with a stockholder. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-based Compensation 2021 Stock Option and Incentive Plan The 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 effected in connection with our initial public offering and became effective as of July 26, 2021. The 2021 Plan replaced both the Company’s 2019 Equity Option Plan (the “2019 Plan”) and the Project Angel Parent, LLC Equity Plan (the “2018 Plan”). Outstanding options to purchase Class B Units granted under the 2019 Plan were converted into options to purchase shares of common stock, and all outstanding Carried Equity Units granted under the 2018 Plan were converted into restricted stock awards (“RSAs”), both of which have been granted under the 2021 Plan. The Company had initially reserved 13,171,588 shares of its common stock for the issuance of awards under the 2021 Plan. 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 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 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. Stock Options A summary of stock option activity during the nine months ended September 30, 2023, is as follows (in thousands, except options, price per option, and term amounts): Number of Options Weighted Average Exercise Price Weighted Average Remaining Contract Term (in years) Aggregate Intrinsic Value Outstanding – January 1, 2023 4,739,783 $ 13.21 7.61 $ 19,855 Granted — — Exercised (248,431) 6.57 Forfeited (413,646) 22.36 Outstanding – September 30, 2023 4,077,706 $ 12.69 6.38 $ 25,912 Vested and expected to vest in the future at September 30, 2023 4,077,706 12.69 6.38 25,912 Exercisable at September 30, 2023 3,080,624 $ 10.13 6.38 $ 25,578 The total fair value of options that vested during the three months ended September 30, 2023 and 2022 was $1.4 million and $4.9 million, respectively, and for the nine months ended September 30, 2023 and 2022 was $5.1 million and $6.6 million, respectively. The total intrinsic value of options exercised during the three months ended September 30, 2023 and 2022 was $1.5 million and $0.0 million, respectively, and for the nine months ended September 30, 2023 and 2022 was $2.9 million and $0.4 million, respectively. The Company recognized $1.3 million and $2.1 million in share-based compensation expense related to time-based and performance-based stock options for the three months ended September 30, 2023 and 2022, respectively, and for the nine months ended September 30, 2023 and 2022, recognized $4.1 million and $5.1 million, respectively. During the three and nine months ended September 30, 2023 and 2022, performance-based options were probable of vesting and, therefore, were included as part of share-based compensation expense. As of September 30, 2023, there was $9.6 million of unrecognized share-based compensation expense related to stock options, which is expected to be recognized over a weighted-average period of 2.1 years. Restricted Stock Awards The number of restricted stock awards (“RSAs”) that vested during three months ended September 30, 2023 and 2022 was 0 and 11,496, respectively, and for the nine months ended September 30, 2023 and 2022 was 63,055 and 588,106, respectively. The liability balance as of December 31, 2022, related to the unvested RSAs was $0.0 million, and the number of RSAs amounted to 63,609. As of September 30, 2023, the Company had no unvested RSAs and no remaining liability balance. There were a total of 0 and 0 RSAs cancelled or forfeited during the three months ended September 30, 2023 and 2022, respectively, and 554 and 27,146 RSAs cancelled or forfeited during the nine months ended September 30, 2023 and 2022, respectively. The Company recognized $0.0 million and $0.1 million in share-based compensation expense related to the vesting of RSAs for the three months ended September 30, 2023 and 2022, respectively, and $0.1 million and $0.2 million for the nine months ended September 30, 2023 and 2022, respectively. Restricted Stock Units A summary of restricted stock unit (“RSU”) activity during the nine months ended September 30, 2023, is as follows: Number of RSUs Weighted Average Grant Date Fair Value Non-vested – January 1, 2023 3,111,831 $ 19.27 Granted 3,639,674 16.35 Vested (863,709) 19.23 Forfeited (771,491) 18.79 Non-vested – September 30, 2023 5,116,305 $ 17.27 As of September 30, 2023, 5,116,305 RSUs are expected to vest. The Company recognized $7.0 million and $4.9 million in share-based compensation expense related to RSUs for the three months ended September 30, 2023 and 2022, respectively. The Company recognized $17.8 million and $11.0 million in share-based compensation expense related to RSUs for the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023, there was $78.0 million of unrecognized share-based compensation expense related to RSUs, which is expected to be recognized over a weighted-average period of 3.07 years. Employee Stock Purchase Program As of September 30, 2023, the Company has issued 61,759 shares of common stock pursuant to the 2021 Employee Stock Purchase Plan under its employee stock purchase program (“ESPP”). As of September 30, 2023, there was $0.1 million of unrecognized share-based compensation related to the ESPP that is expected to be recognized over the remaining term of the current offering period. The Company recognized $0.2 million of share-based compensation expense related to the ESPP for both the three months ended September 30, 2023 and 2022, respectively. The Company recognized $0.5 million of share-based compensation expense related to the ESPP for both the nine months ended September 30, 2023 and 2022, respectively. Share-Based Compensation Share-based compensation for share-based awards granted to participants has been recorded in the condensed consolidated statements of operations for the three and nine months ended September 30, 2023 and 2022 as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenues $ 910 $ 1,352 $ 2,919 $ 3,567 General and administrative 4,443 3,170 11,938 6,947 Research and development (1) 1,709 2,092 5,368 4,457 Sales and marketing 1,260 639 2,654 1,530 Restructuring related costs (2) — — (663) — Total share-based compensation expense $ 8,322 $ 7,253 $ 22,216 $ 16,501 ______________ (1) Net of $0.1 million and $0.1 million additions to capitalized software on the Company’s condensed consolidated balance sheets during the three months ended September 30, 2023 and 2022, respectively, and $0.2 million and $0.3 million for the nine months ended September 30, 2023 and 2022, respectively. (2) Relates to unvested stock compensation that was forfeited as part of the Restructuring Plan. See Note 12, “Restructuring.” |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes In accordance with applicable accounting guidance, the Company is required to use an estimated annual effective tax rate to compute its tax provision during an interim period. The Company’s provision for income taxes reflected an effective tax rate of 27.9% and (44.4)% for the three months ended September 30, 2023 and 2022, respectively, and 22.7% and 44.0% for the nine months ended September 30, 2023 and 2022, respectively. During the three and nine months ended September 30, 2023, the Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to research and development credits, state taxes, permanent unfavorable differences related to share-based compensation expense, certain employee remuneration under section 162(m) of the Internal Revenue Code, recognition of U.S. state net operating losses from prior acquisitions, and other expected permanent differences. During the three and nine months ended September 30, 2022, the Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to research and development credits, state taxes, permanent differences related to share-based compensation expense, transaction expenses, certain employee remuneration under section 162(m) of the Internal Revenue Code, and other expected permanent differences. The Company has gross unrecognized tax benefits with respect to research and development credits of $3.2 million as of September 30, 2023, and $2.5 million as of December 31, 2022. Penalties and interest have been recorded on these liabilities as the credits have started to be utilized. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In the course of its business operations, related party transactions are conducted with parties with which the Company has a close association. The following table presents the impact of related party transactions on the Company’s condensed consolidated statements of operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenues $ 416 $ 525 $ 1,183 $ 1,598 General and administrative 154 167 556 603 Research and development 57 89 284 198 Sales and marketing — 29 1 68 Total related party expenses $ 627 $ 810 $ 2,024 $ 2,467 The following table presents the impact of related party transactions on the Company’s condensed consolidated balance sheets (in thousands): As of September 30, 2023 December 31, 2022 Prepaid assets $ 98 $ 37 Total current assets $ 98 $ 37 Accounts payable $ 313 $ 30 Accrued liabilities 289 456 Total current liabilities $ 602 $ 486 Under the terms of these related-party transactions, all amounts incurred and recognized are expected to be settled within one year from the date of the accompanying condensed consolidated balance sheets. Additionally, during the nine months ended September 30, 2023, the Company engaged contractors that were related parties to perform development work for its product offerings. Amounts capitalized for internally developed software related to work performed by these related parties was $0.1 million during both the three and nine months ended September 30, 2023, and none during both the three and nine months ended September 30, 2022. The Company recorded $0.0 million amortization of related party internally developed software during both the three and nine months ended September 30, 2023. As of September 30, 2023, the net book value of related party internally developed software was $0.1 million. On September 8, 2023, the Company entered into a privately-negotiated transaction with a stockholder to repurchase 1,525,027 shares of the Company’s common stock at a price per share of $16.43, for an aggregate purchase price of approximately $25 million. This represented a 5% discount on the Company’s 7-day moving average price on September 7, 2023. The repurchase settled on September 11, 2023, and was completed pursuant to the Company’s previously announced stock repurchase program authorized in May 2022. |
Net (Loss) Income Per Share
Net (Loss) Income Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net (Loss) Income Per Share | Net (Loss) Income Per Share The following table presents the calculation of basic and diluted net (loss) income per share (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Basic and diluted net (loss) income per share Numerator: Net (loss) income attributable to common stockholders $ (2,069) $ (2,894) $ (12,965) $ 6,757 Denominator: Weighted average common stock outstanding: Basic 81,073,915 80,659,320 80,883,310 80,353,399 Diluted 81,073,915 80,659,320 80,883,310 82,364,835 Net (loss) income per share: Basic $ (0.03) $ (0.04) $ (0.16) $ 0.08 Diluted $ (0.03) $ (0.04) $ (0.16) $ 0.08 A reconciliation of the denominator used in the calculation of basic and diluted earnings per share is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Weighted average shares outstanding for basic earnings per share 81,073,915 80,659,320 80,883,310 80,353,399 Effect of dilutive securities: Options outstanding, unexercised — — — 1,694,173 RSAs unvested — — — 228,653 RSUs unvested — — — 81,032 Purchase rights committed under the ESPP — — — 7,578 Weighted average shares outstanding for diluted earnings per share 81,073,915 80,659,320 80,883,310 82,364,835 The following outstanding potentially dilutive securities were excluded from the calculation of diluted net (loss) income per share attributable to common stockholders because their impact would have been anti-dilutive for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Options to purchase common stock outstanding, unexercised 3,080,624 2,833,199 3,080,624 1,833,279 Restricted stock units, unvested 5,116,305 3,174,027 5,116,305 757,859 Purchase rights committed under the ESPP 78,828 76,686 75,701 — Total 8,275,757 6,083,912 8,272,630 2,591,138 |
Restructuring Activities
Restructuring Activities | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activities | Restructuring Activities Restructuring Plan In February 2023, the Company’s board of directors authorized a restructuring plan (the “Restructuring Plan”) that was designed to consolidate the Company’s functions and investments to prioritize customer-centric areas of the Company’s organization, align teams with the Company’s highest business priorities, and improve efficiencies. The Restructuring Plan included an initial estimated reduction of the Company’s then-current workforce by approximately 9%. The Company initially estimated that it would incur charges of $2.5 million to $3.5 million in connection with the Restructuring Plan, consisting primarily of cash expenditures and relating to employee severance payments, employee benefits, and employee transition costs. Restructuring charges of $2.9 million for severance and related costs, net of $0.3 million previously vested share-based compensation, were recognized during the three months ended March 31, 2023, and are reflected in restructuring-related costs on the Company’s condensed consolidated statements of operations. During the three months ended June 30, 2023, the Company completed its restructuring plan, which resulted in additional restructuring charges related to employee severance payments, employee benefits, and employee transition costs of $0.7 million, net of $0.4 million of previously vested share-based compensation. As of June 30, 2023, the Company increased its estimate of total restructuring charges to $3.6 million, and increased its estimated reduction of the Company’s workforce to approximately 11%. Restructuring charges of $3.6 million for severance and related costs, net of $0.7 million previously vested share-based compensation, were recognized during the nine months ended September 30, 2023. These charges are reflected in restructuring-related costs on the Company’s condensed consolidated statements of operations. A rollforward of the Company’s restructuring reserve balance for the nine months ended September 30, 2023, is as follows (in thousands): Nine months ended September 30, 2023 Balance as of January 1, 2023 $ — Restructuring related costs 3,621 Payments (3,621) Balance as of September 30, 2023 $ — |
Business Combinations
Business Combinations | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Business Combinations Acquisition of OpenClose On November 4, 2022, the Company acquired all of the outstanding stock of Beanstalk Networks L.L.C., doing business as OpenClose, (“OpenClose”) for cash consideration of $63.1 million. In connection with the acquisition, the Company incurred $1.9 million in acquisition related costs. The acquisition was funded by the Company’s available cash. OpenClose is based out of West Palm Beach, Florida, and provides mortgage lending technology, with a particular focus on supporting depository institutions. The acquisition is expected to improve the Company’s existing lending platform and improve our offerings for depository institutions. The acquisition is accounted for using the acquisition method of accounting whereby the acquired assets and liabilities will be recorded at their respective fair values and added to those of the Company, including an amount for goodwill representing the difference between the acquisition consideration and the fair value of the identifiable net assets. During the nine months ended September 30, 2023, the Company made updates to its provisional price allocation related to working capital adjustments resulting in changes to the acquisition’s opening balance sheet, including an increase to cash received of $0.3 million, a decrease to other current assets of $0.1 million, and an increase to accrued expenses of $0.6 million, with the corresponding net amount of $0.4 million as an increase to goodwill. As of September 30, 2023, the Company is still finalizing the provisional purchase price allocation related to final working capital adjustments and income tax effects. Pro Forma Financial Information The pro forma consolidated statements of operations data for the three and nine months ended September 30, 2022, give effect to the OpenClose acquisition, described above, as if it had occurred at January 1, 2021. These amounts have been calculated after adjusting the operating results of OpenClose for the following primary items: (1) additional intangible amortization from the transaction, (2) acquisition-related expenses incurred, and (3) the related tax effects of the above adjustments. For the three months ended September 30, 2022, pro forma revenue was $75.6 million, and pro forma earnings reflected net loss of $3.7 million. For the nine months ended September 30, 2022, pro forma revenue was $228.3 million, and pro forma earnings reflected net income of $4.4 million. The unaudited 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, 2021, 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. Acquisition of StreetShares On April 1, 2022, the Company acquired all of the outstanding stock of StreetShares, Inc. (“StreetShares”) for cash consideration of $28.0 million, $30.0 million in escrow for a contingent earnout that expired April 1, 2023, and $1.6 million in acquisition costs. The $30.0 million in escrow was considered contingent consideration and accounted for separate from the business combination accounting. The acquisition was funded by the Company’s available cash. StreetShares is based out of Reston, Virginia, and is a financial technology company that provides digital small business lending technology to banks and credit unions. The acquisition is accounted for using the acquisition method of accounting whereby the acquired assets and liabilities are recorded at their respective fair values and added to those of the Company, including an amount for goodwill representing the difference between the acquisition consideration and the fair value of the identifiable net assets. Results of operations of StreetShares have been included in the operations of the Company beginning with the closing date of the acquisition. During the nine months ended September 30, 2023, the $30.0 million held in escrow as contingent earnout proceeds was not earned and was released in its entirety back to the Company. The Company recognized $30.0 million as an increase to cash on its condensed consolidated balance sheets. During the three months ended March 31, 2023, the Company completed the provisional purchase price allocation related to income tax effects, resulting in a reduction to the deferred tax asset and corresponding increase to goodwill in the amount of $0.2 million. Pro forma information for the StreetShares acquisition is not provided because their historical operating results were not material to the Company’s consolidated results of operations. Goodwill Rollforward A rollforward of the Company’s goodwill balance for the nine months ended September 30, 2023, is as follows (in thousands): Nine months ended September 30, 2023 Balance at January 1, 2023 $ 608,657 Adjustments to OpenClose acquisition date fair value 431 Adjustments to StreetShares acquisition date fair value 245 Balance at September 30, 2023 $ 609,333 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 shares | Sep. 30, 2023 shares | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Sean Blitchok [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On August 9, 2023, Sean Blitchok, Chief Financial Officer, adopted a Rule 10b5-1 trading plan intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) covering the sale of up to an aggregate of 107,921 shares of common stock, subject to trading under certain conditions. The actual number of shares of common stock sold pursuant to this plan will be less, after shares are withheld to satisfy tax withholding obligations in connection with the net settlement of equity awards. The trading plan’s maximum duration is until November 9, 2024, with first trades to occur November 8, 2023, at the earliest. | |
Name | Sean Blitchok | |
Title | Chief Financial Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | August 9, 2023 | |
Arrangement Duration | 367 days | |
Aggregate Available | 107,921 | 107,921 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited 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. Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations or the consolidated balance sheets. The interim condensed consolidated balance sheet as of September 30, 2023, the condensed consolidated statements of operations and stockholders’ equity for the three and nine months ended September 30, 2023 and 2022, and the condensed consolidated statements of cash flows for the nine months ended September 30, 2023 and 2022 are unaudited. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair presentation of the Company’s condensed consolidated financial position as of September 30, 2023, its condensed consolidated results of operations for the three and nine months ended September 30, 2023 and 2022 and its cash flows for the nine months ended September 30, 2023 and 2022. The financial data and the other financial information disclosed in the notes to the condensed consolidated financial statements related to the three and nine months ended September 30, 2023 and 2022 and as of September 30, 2023, are also unaudited. The condensed consolidated balance sheet as of December 31, 2022, included herein, and financial information disclosed in the notes to the condensed consolidated financial statements as of December 31, 2022 was derived from the audited consolidated financial statements as of that date. The condensed consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future annual or interim period. These interim condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed on March 9, 2023 (“2022 Annual Report on Form 10-K”). |
Operating and Reportable Segment | Operating and Reportable Segment The Company operates and manages its business and financial information on a consolidated basis for the purposes of evaluating financial performance and the allocation of resources. 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. |
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, 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 and variable consideration; allowance for credit losses; share-based compensation; the fair value of acquired intangible assets; the capitalization of software development costs; the useful lives of 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. |
Recent Accounting Pronouncements Adopted And Not Yet Adopted | Accounting Pronouncements Recently Adopted The Company is an emerging growth company as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) and has elected to use the extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies. ASU 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” Rather than generally recognizing credit losses when it is probable that the loss has been incurred, the revised guidance requires companies to recognize an allowance for credit losses for the difference between the amortized cost basis of a financial instrument and the amount of amortized cost that the company expects to collect over the instrument’s contractual life. ASU 2016-13 requires use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. Adoption of the standard requires using a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date to align existing credit loss methodology with the new standard. The Company adopted this guidance effective January 1, 2023, and the adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements and disclosures. Recent Accounting Pronouncements Not Yet Adopted ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” ASU 2020-04 provides optional guidance for a limited time to ease the potential accounting burden associated with transitioning away from reference rates, such as the London Inter-Bank Offered Rate (LIBOR), which regulators in the United Kingdom are currently phasing out. The expedients and exceptions provided by ASU 2020-04 are for the application of GAAP to contracts, hedging relationships, and other transactions affected by the rate reform. Companies can apply the ASU immediately, however, the guidance will only be available for a limited time. In December 2022, the FASB issued ASU 2022-06, “Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 , ” which deferred the sunset date from December 31, 2022, to December 31, 2024, after which companies will no longer be permitted to apply the transition relief. The Company is currently evaluating the impact of this guidance on its condensed consolidated financial statements and related disclosures. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Summary of disaggregation of revenue | The following table disaggregates the Company’s net revenues by solution type (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Lending Software Solutions $ 58,949 $ 52,414 $ 172,728 $ 153,249 Data Verification Software Solutions 17,539 19,340 56,310 64,246 Total $ 76,488 $ 71,754 $ 229,038 $ 217,495 The following table disaggregates the Company’s net revenues by major source (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Subscription fees $ 64,613 $ 61,861 $ 194,788 $ 188,860 Professional services 8,706 7,293 26,143 21,070 Other 3,169 2,600 8,107 7,565 Total revenues $ 76,488 $ 71,754 $ 229,038 $ 217,495 |
Schedule of changes in the deferred revenue and customer contract-related arrangements | The changes in the Company’s deferred revenue as of September 30, 2023 and 2022 were as follows (in thousands): Nine Months Ended September 30, 2023 2022 Deferred revenue, beginning balance $ 18,086 $ 14,707 Billing of transaction consideration 238,338 225,821 Revenue recognized (229,038) (217,495) Deferred revenue, ending balance $ 27,386 $ 23,033 Deferred revenue, current $ 26,694 $ 22,655 Long-term deferred revenue 692 378 Total deferred revenue $ 27,386 $ 23,033 The following table presents amounts related to customer contract-related arrangements, which are included on the condensed consolidated balance sheets as follows (in thousands): As of September 30, 2023 As of January 1, 2023 As of September 30, 2022 As of January 1, 2022 Accounts receivable, net (1) $ 33,996 $ 32,905 $ 32,034 $ 24,913 Deferred revenue, current $ 26,694 $ 16,945 $ 22,655 $ 14,707 Long-term deferred revenue $ 692 $ 1,141 $ 378 $ — (1) Accounts receivable, net includes unbilled receivable balances related to customer contracts. Unbilled receivable balances as of September 30, 2023, and January 1, 2023, were $2.2 million and $4.2 million, respectively. Unbilled receivable balances as of September 30, 2022, and January 1, 2022, were $2.0 million and $0.0 million, respectively. |
Schedule of changes in contract cost assets | The following table represents the changes in contract cost assets (in thousands): Nine Months Ended September 30, 2023 2022 Beginning balance $ 6,539 $ 5,835 Additions 3,570 2,114 Amortization (2,423) (1,856) Ending balance $ 7,686 $ 6,093 Contract cost assets, current $ 3,642 $ 2,835 Contract cost assets, noncurrent 4,044 3,258 Total deferred contract cost assets $ 7,686 $ 6,093 |
Summary of allowance for expected credit losses | A rollforward of the Company’s allowance for expected credit losses balance for the nine months ended September 30, 2023, is as follows (in thousands): Nine Months Ended September 30, 2023 Allowance for doubtful accounts, December 31, 2022 $ 165 Impact of adopting ASU 2016-13 — Allowance for expected credit losses, January 1, 2023 165 Provision for expected credit losses 627 Write offs, net (375) Allowance for expected credit losses, September 30, 2023 $ 417 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
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 September 30, 2023 As of December 31, 2022 Prepaid expenses $ 7,471 $ 6,069 Contract cost assets – current 3,642 2,938 Income tax receivable 913 — Other 614 440 Total prepaid expenses and other current assets $ 12,640 $ 9,447 |
Summary of property and equipment, net | Property and equipment, net consisted of the following (in thousands): As of September 30, 2023 As of December 31, 2022 Computer equipment and software $ 8,727 $ 7,854 Leasehold improvements 2,732 2,732 Office equipment and furniture 991 978 Total 12,450 11,564 Less: Accumulated depreciation (8,799) (7,319) Property and equipment, net $ 3,651 $ 4,245 |
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 September 30, 2023 Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 343,300 $ (157,938) $ 185,362 Developed technology 96,400 (49,233) 47,167 Trademarks 24,975 (12,175) 12,800 Non-competition agreements 5,500 (1,498) 4,002 Capitalized software 26,667 (13,207) 13,460 Total intangible assets, net $ 496,842 $ (234,051) $ 262,791 As of December 31, 2022 Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 343,300 $ (132,298) $ 211,002 Developed technology 96,400 (40,360) 56,040 Trademarks 24,975 (10,205) 14,770 Non-competition agreements 5,500 (688) 4,812 Capitalized software 19,443 (8,592) 10,851 Total intangible assets, net $ 489,618 $ (192,143) $ 297,475 The weighted average remaining useful lives for intangible assets as of September 30, 2023, were as follows: Weighted Average Remaining Useful Life (in years) Customer relationships 6 Developed technology 7 Trademarks 6 Non-competition agreements 4 Capitalized software 3 |
Summary of amortization expense related to intangible assets | Amortization expense related to intangible assets was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenues $ 4,524 $ 4,003 $ 13,488 $ 11,287 General and administrative expense 9,419 8,790 28,420 26,741 Total amortization expense $ 13,943 $ 12,793 $ 41,908 $ 38,028 |
Schedule of estimated future amortization of intangible assets | The estimated future amortization of intangible assets as of September 30, 2023, was as follows (in thousands): Years ending December 31, 2023 (remaining three months) $ 14,024 2024 55,166 2025 49,285 2026 43,497 2027 42,052 Thereafter 58,767 Total amortization expense $ 262,791 |
Summary of accrued liabilities | Accrued liabilities consisted of the following (in thousands): As of As of Accrued payroll and payroll-related expenses $ 8,177 $ 9,836 Accrued bonuses 7,172 5,947 Sales tax liability from acquisitions 4,247 4,572 Accrued operating costs 4,229 4,016 Accrued costs of revenues 3,526 3,141 Funds payable in connection with former business combination 1,219 — Customer deposits 1,481 476 Lease liabilities – current 949 1,223 User conference 300 755 Other accrued expenses 2,859 2,534 Total accrued liabilities $ 34,159 $ 32,500 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum payments under non-cancelable purchase commitments | Future minimum payments under the Company’s non-cancelable purchase commitments as of September 30, 2023, are as follows (in thousands): Contractual Commitments Years ending December 31, 2023 (remaining three months) $ — 2024 2,499 Total $ 2,499 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Long-term debt consisted of the following (in thousands): As of September 30, 2023 As of December 31, 2022 2021 Term loan $ 428,475 $ 431,738 Debt issuance costs (4,006) (4,829) Total debt, net 424,469 426,909 Less: Current portion of long-term debt 2021 Term loan 4,350 4,350 Debt issuance costs (802) (845) Total current portion of long-term debt, net 3,548 3,505 Total non-current portion of long-term debt, net $ 420,921 $ 423,404 |
Summary of future principal payments of long-term debt | Future principal payments of long-term debt as of September 30, 2023, were as follows (in thousands): Years ending December 31, 2023 (remaining three months) $ 1,088 2024 4,350 2025 4,350 2026 4,350 2027 4,350 Thereafter 409,987 Total $ 428,475 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Summary of Repurchased Share Activity | A summary of repurchased share activity during the three and nine months ended September 30, 2023 and 2022, is as follows (in thousands except share data): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Total number of shares repurchased 1,845,708 4,403 2,182,215 16,703 Total cost of shares repurchased, including commissions, fees, and excise taxes $ 30,677 $ 69 $ 35,822 $ 262 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of stock option activity | A summary of stock option activity during the nine months ended September 30, 2023, is as follows (in thousands, except options, price per option, and term amounts): Number of Options Weighted Average Exercise Price Weighted Average Remaining Contract Term (in years) Aggregate Intrinsic Value Outstanding – January 1, 2023 4,739,783 $ 13.21 7.61 $ 19,855 Granted — — Exercised (248,431) 6.57 Forfeited (413,646) 22.36 Outstanding – September 30, 2023 4,077,706 $ 12.69 6.38 $ 25,912 Vested and expected to vest in the future at September 30, 2023 4,077,706 12.69 6.38 25,912 Exercisable at September 30, 2023 3,080,624 $ 10.13 6.38 $ 25,578 |
Schedule of RSU activity | A summary of restricted stock unit (“RSU”) activity during the nine months ended September 30, 2023, is as follows: Number of RSUs Weighted Average Grant Date Fair Value Non-vested – January 1, 2023 3,111,831 $ 19.27 Granted 3,639,674 16.35 Vested (863,709) 19.23 Forfeited (771,491) 18.79 Non-vested – September 30, 2023 5,116,305 $ 17.27 |
Summary of stock-based compensation | Share-based compensation for share-based awards granted to participants has been recorded in the condensed consolidated statements of operations for the three and nine months ended September 30, 2023 and 2022 as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenues $ 910 $ 1,352 $ 2,919 $ 3,567 General and administrative 4,443 3,170 11,938 6,947 Research and development (1) 1,709 2,092 5,368 4,457 Sales and marketing 1,260 639 2,654 1,530 Restructuring related costs (2) — — (663) — Total share-based compensation expense $ 8,322 $ 7,253 $ 22,216 $ 16,501 ______________ (1) Net of $0.1 million and $0.1 million additions to capitalized software on the Company’s condensed consolidated balance sheets during the three months ended September 30, 2023 and 2022, respectively, and $0.2 million and $0.3 million for the nine months ended September 30, 2023 and 2022, respectively. (2) Relates to unvested stock compensation that was forfeited as part of the Restructuring Plan. See Note 12, “Restructuring.” |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table presents the impact of related party transactions on the Company’s condensed consolidated statements of operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenues $ 416 $ 525 $ 1,183 $ 1,598 General and administrative 154 167 556 603 Research and development 57 89 284 198 Sales and marketing — 29 1 68 Total related party expenses $ 627 $ 810 $ 2,024 $ 2,467 The following table presents the impact of related party transactions on the Company’s condensed consolidated balance sheets (in thousands): As of September 30, 2023 December 31, 2022 Prepaid assets $ 98 $ 37 Total current assets $ 98 $ 37 Accounts payable $ 313 $ 30 Accrued liabilities 289 456 Total current liabilities $ 602 $ 486 |
Net (Loss) Income Per Share (Ta
Net (Loss) Income Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Calculation of Basic and Diluted Net Income (Loss) Per Share | The following table presents the calculation of basic and diluted net (loss) income per share (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Basic and diluted net (loss) income per share Numerator: Net (loss) income attributable to common stockholders $ (2,069) $ (2,894) $ (12,965) $ 6,757 Denominator: Weighted average common stock outstanding: Basic 81,073,915 80,659,320 80,883,310 80,353,399 Diluted 81,073,915 80,659,320 80,883,310 82,364,835 Net (loss) income per share: Basic $ (0.03) $ (0.04) $ (0.16) $ 0.08 Diluted $ (0.03) $ (0.04) $ (0.16) $ 0.08 A reconciliation of the denominator used in the calculation of basic and diluted earnings per share is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Weighted average shares outstanding for basic earnings per share 81,073,915 80,659,320 80,883,310 80,353,399 Effect of dilutive securities: Options outstanding, unexercised — — — 1,694,173 RSAs unvested — — — 228,653 RSUs unvested — — — 81,032 Purchase rights committed under the ESPP — — — 7,578 Weighted average shares outstanding for diluted earnings per share 81,073,915 80,659,320 80,883,310 82,364,835 |
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) income per share attributable to common stockholders because their impact would have been anti-dilutive for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Options to purchase common stock outstanding, unexercised 3,080,624 2,833,199 3,080,624 1,833,279 Restricted stock units, unvested 5,116,305 3,174,027 5,116,305 757,859 Purchase rights committed under the ESPP 78,828 76,686 75,701 — Total 8,275,757 6,083,912 8,272,630 2,591,138 |
Restructuring Activities (Table
Restructuring Activities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Rollforward of the Company's Restructuring Reserve Balance | A rollforward of the Company’s restructuring reserve balance for the nine months ended September 30, 2023, is as follows (in thousands): Nine months ended September 30, 2023 Balance as of January 1, 2023 $ — Restructuring related costs 3,621 Payments (3,621) Balance as of September 30, 2023 $ — |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Summary of Company's Goodwill | A rollforward of the Company’s goodwill balance for the nine months ended September 30, 2023, is as follows (in thousands): Nine months ended September 30, 2023 Balance at January 1, 2023 $ 608,657 Adjustments to OpenClose acquisition date fair value 431 Adjustments to StreetShares acquisition date fair value 245 Balance at September 30, 2023 $ 609,333 |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2023 Segment | |
Accounting Policies [Abstract] | |
Number of reportable segments | 1 |
Number of operating segments | 1 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue by Solution Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 76,488 | $ 71,754 | $ 229,038 | $ 217,495 |
Lending Software Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | 58,949 | 52,414 | 172,728 | 153,249 |
Data Verification Software Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 17,539 | $ 19,340 | $ 56,310 | $ 64,246 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Jun. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Lending Software Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Concentration risk | 77% | 73% | 75% | 70% | |
Reduction in revenue | $ 2.3 | ||||
Data Verification Software Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Concentration risk | 23% | 27% | 25% | 30% |
Revenue Recognition - Disaggr_2
Revenue Recognition - Disaggregation of Revenue by Major Source (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 76,488 | $ 71,754 | $ 229,038 | $ 217,495 |
Subscription fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | 64,613 | 61,861 | 194,788 | 188,860 |
Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | 8,706 | 7,293 | 26,143 | 21,070 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 3,169 | $ 2,600 | $ 8,107 | $ 7,565 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Changes in Deferred Revenue (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Contract With Customer, Liability [Roll Forward] | ||||
Deferred revenue, beginning balance | $ 18,086 | $ 14,707 | ||
Billing of transaction consideration | 238,338 | 225,821 | ||
Revenue recognized | (229,038) | (217,495) | ||
Deferred revenue, ending balance | 27,386 | 23,033 | ||
Deferred revenue, current | 26,694 | 22,655 | ||
Long-term deferred revenue | 692 | 378 | $ 1,141 | $ 0 |
Deferred revenue, current | $ 27,386 | $ 23,033 | $ 18,086 | $ 14,707 |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of Customer Contract-Related Arrangements (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 |
Revenue Recognition and Deferred Revenue [Abstract] | ||||
Accounts receivable, net | $ 33,996 | $ 32,905 | $ 32,034 | $ 24,913 |
Deferred revenue | 26,694 | 16,945 | 22,655 | 14,707 |
Long-term deferred revenue | 692 | 1,141 | 378 | 0 |
Unbilled receivable balances | $ 2,200 | $ 4,200 | $ 2,000 | $ 0 |
Revenue Recognition - Schedul_3
Revenue Recognition - Schedule of Changes in Contract Cost Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Capitalized Contract Cost [Roll Forward] | |||
Beginning balance | $ 6,539 | $ 5,835 | |
Additions | 3,570 | 2,114 | |
Amortization | (2,423) | (1,856) | |
Ending balance | 7,686 | 6,093 | |
Contract cost assets – current | 3,642 | 2,835 | $ 2,938 |
Contract cost assets, noncurrent | 4,044 | 3,258 | |
Total deferred contract cost assets | $ 7,686 | $ 6,093 | $ 6,539 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Allowance for Expected Credit Losses Activity (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Jan. 01, 2023 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Beginning Balance | $ 165 | ||
Provision for expected credit losses | 627 | $ 0 | |
Allowance for doubtful accounts | (417) | $ (165) | |
Write offs, net | (375) | ||
Ending Balance | 417 | ||
Accounting Standards Update 2016-13 | |||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Beginning Balance | $ 0 | ||
Allowance for doubtful accounts |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Prepaid expenses | $ 7,471 | $ 6,069 | |
Contract cost assets – current | 3,642 | 2,938 | $ 2,835 |
Income tax receivable | 913 | 0 | |
Other | 614 | 440 | |
Total prepaid expenses and other current assets | $ 12,640 | $ 9,447 |
Balance Sheet Components - Su_2
Balance Sheet Components - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 12,450 | $ 11,564 |
Less: Accumulated depreciation | (8,799) | (7,319) |
Property and equipment, net | 3,651 | 4,245 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 8,727 | 7,854 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 2,732 | 2,732 |
Office equipment and furniture | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 991 | $ 978 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||
Depreciation | $ 500,000 | $ 600,000 | $ 1,500,000 | $ 1,700,000 |
Loss on disposal of property and equipment | 0 | 164,000 | ||
Office equipment and furniture | ||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||
Loss on disposal of property and equipment | $ 0 | $ 0 | $ 0 | $ 200,000 |
Balance Sheet Components - Su_3
Balance Sheet Components - Summary of Intangible Assets, Net (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | $ 496,842 | $ 489,618 |
Intangible assets, accumulated amortization | (234,051) | (192,143) |
Total amortization expense | 262,791 | 297,475 |
Capitalized computer software, gross | 26,667 | 19,443 |
Capitalized computer software, accumulated amortization | (13,207) | (8,592) |
Capitalized computer software, net carrying amount | 13,460 | 10,851 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | 343,300 | 343,300 |
Intangible assets, accumulated amortization | (157,938) | (132,298) |
Total amortization expense | 185,362 | 211,002 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | 96,400 | 96,400 |
Intangible assets, accumulated amortization | (49,233) | (40,360) |
Total amortization expense | 47,167 | 56,040 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | 24,975 | 24,975 |
Intangible assets, accumulated amortization | (12,175) | (10,205) |
Total amortization expense | 12,800 | 14,770 |
Non-competition agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | 5,500 | 5,500 |
Intangible assets, accumulated amortization | (1,498) | (688) |
Total amortization expense | $ 4,002 | $ 4,812 |
Balance Sheet Components - Su_4
Balance Sheet Components - Summary of Estimated Useful Lives and Weighted Average Amortization Periods for Intangible Assets (Detail) | 9 Months Ended |
Sep. 30, 2023 | |
Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 6 years |
Developed technology | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 7 years |
Trademarks | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 6 years |
Non-competition agreements | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 4 years |
Capitalized software | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 3 years |
Balance Sheet Components - Su_5
Balance Sheet Components - Summary of amortization expense related to intangible assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 13,943 | $ 12,793 | $ 41,908 | $ 38,028 |
Cost of revenues | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 4,524 | 4,003 | 13,488 | 11,287 |
General and administrative expense | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 9,419 | $ 8,790 | $ 28,420 | $ 26,741 |
Balance Sheet Components - Su_6
Balance Sheet Components - Summary of Estimated Future Amortization of Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
2023 (remaining three months) | $ 14,024 | |
2024 | 55,166 | |
2025 | 49,285 | |
2026 | 43,497 | |
2027 | 42,052 | |
Thereafter | 58,767 | |
Total amortization expense | $ 262,791 | $ 297,475 |
Balance Sheet Components - Su_7
Balance Sheet Components - Summary of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued payroll and payroll-related expenses | $ 8,177 | $ 9,836 |
Accrued bonuses | 7,172 | 5,947 |
Sales tax liability from acquisitions | 4,247 | 4,572 |
Accrued operating costs | 4,229 | 4,016 |
Accrued costs of revenues | 3,526 | 3,141 |
Funds payable in connection with former business combination | 1,219 | 0 |
Customer deposits | 1,481 | 476 |
Lease liabilities – current | 949 | 1,223 |
User conference | 300 | 755 |
Other accrued expenses | 2,859 | 2,534 |
Total accrued liabilities | $ 34,159 | $ 32,500 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Payments Under Non-Cancelable Purchase Commitments (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
2023 (remaining three months) | $ 0 | |
2024 | 2,499 | |
Total future minimum payments under non-cancelable purchase commitments | 2,499 | |
Funds payable in connection with former business combination | $ 1,219 | $ 0 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
2021 Term loan | $ 428,475 | $ 431,738 |
Debt issuance costs | (4,006) | (4,829) |
Total debt, net | 424,469 | 426,909 |
Current portion of long term debt | 3,548 | 3,505 |
Debt issuance costs | (802) | (845) |
Total non-current portion of long-term debt, net | 420,921 | 423,404 |
Secured Debt | 2021 Term Loan | ||
Debt Instrument [Line Items] | ||
Current portion of long term debt | $ 4,350 | $ 4,350 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Nov. 10, 2021 | |
Debt Instrument [Line Items] | ||||||
Amortization of financing costs | $ 200 | $ 300 | $ 897 | $ 1,705 | ||
Interest expense | 9,600 | 6,600 | 27,400 | 14,900 | ||
Debt issuance costs, gross | 7,600 | 7,600 | ||||
2021 Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Financing fees | 100 | |||||
2021 Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Amortization of financing costs | $ 200 | $ 300 | $ 800 | $ 1,600 | ||
Percent of original principal | 0.25% | 0.25% | ||||
Debt issuance costs, gross | $ 4,800 | |||||
Interest rate, effective | 9% | 9% | ||||
2021 Term Loan | Base Rate | Variable Rate Component One | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 3% | |||||
2021 Term Loan | Adjusted Eurocurrency Rate | Variable Rate Component Two | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 3% | |||||
2021 Term Loan | Secured Debt | ||||||
Debt Instrument [Line Items] | ||||||
Term loan | 435,000 | |||||
2021 Revolving Credit Facility | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance costs, gross | 500 | |||||
Commitment fee rate | 0.50% | |||||
Unamortized debt issuance costs | $ 300 | $ 300 | $ 400 | |||
2021 Revolving Credit Facility | Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility, principal amount | 10,000 | |||||
2021 Revolving Credit Facility | Line of Credit | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility, principal amount | 50,000 | |||||
Unused revolving credit facility balance | $ 50,000 | $ 50,000 | ||||
First Lien | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance costs, gross | $ 2,800 |
Long-Term Debt - Summary of Fut
Long-Term Debt - Summary of Future Principal Payments of Long-term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
2023 (remaining three months) | $ 1,088 | |
2024 | 4,350 | |
2025 | 4,350 | |
2026 | 4,350 | |
2027 | 4,350 | |
Thereafter | 409,987 | |
Total | $ 428,475 | $ 431,738 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | May 31, 2022 | |
Equity [Abstract] | ||||||||
Stock repurchase program authorized amount | $ 75,000,000 | |||||||
Stock repurchased (in shares) | 1,845,708 | 4,403 | 2,182,215 | 16,703 | ||||
Stock repurchased | $ 30,677,000 | $ 1,646,000 | $ 3,499,000 | $ 69,000 | $ 193,000 | $ 35,822,000 | $ 262,000 | |
Stock remaining for repurchase under repurchase program | $ 36,000,000 | $ 36,000,000 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Jul. 26, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Fair value of options vested | $ 1,400,000 | $ 4,900,000 | $ 5,100,000 | $ 6,600,000 | ||
Intrinsic value of options exercised | 1,500,000 | 0 | 2,900,000 | 400,000 | ||
Total share-based compensation expense | 8,322,000 | 7,253,000 | 22,216,000 | 16,501,000 | ||
Unrecognized stock-based compensation expense related to stock options | 9,600,000 | $ 9,600,000 | ||||
Issuance of common stock through employee purchase plan (in shares) | 61,759 | |||||
Research and development | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Total share-based compensation expense | 1,709,000 | 2,092,000 | $ 5,368,000 | 4,457,000 | ||
Capitalized software costs | 100,000 | $ 100,000 | 200,000 | $ 300,000 | ||
Class B Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Liability balance related to unvested RSAs | $ 0 | $ 0 | $ 0 | |||
Shares that remained subject to future vesting (in shares) | 0 | 0 | 63,609 | |||
RSAs cancelled or forfeited (in shares) | 0 | 0 | 554 | 27,146 | ||
Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Total share-based compensation expense | $ 1,300,000 | $ 2,100,000 | $ 4,100,000 | $ 5,100,000 | ||
Unrecognized stock-based compensation expense, weighted -average period for recognition | 2 years 1 month 6 days | |||||
Restricted stock awards | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Total share-based compensation expense | $ 0 | $ 100,000 | $ 100,000 | $ 200,000 | ||
Vested of restricted stock (in shares) | 0 | 11,496 | 63,055 | 588,106 | ||
Restricted stock units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Total share-based compensation expense | $ 7,000,000 | $ 4,900,000 | $ 17,800,000 | $ 11,000,000 | ||
Unrecognized stock-based compensation expense, weighted -average period for recognition | 3 years 25 days | |||||
Vested of restricted stock (in shares) | 863,709 | |||||
Unrecognized stock-based compensation expense, awards other than options | 78,000,000 | $ 78,000,000 | ||||
Purchase rights committed under the ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Total share-based compensation expense | 200,000 | $ 200,000 | 500,000 | $ 500,000 | ||
Unrecognized stock-based compensation expense, awards other than options | $ 100,000 | $ 100,000 | ||||
2021 Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 13,171,588 | |||||
Annual increase in shares authorized, percentage | 5% |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | |
Number of Options | ||
Beginning balance (in shares) | shares | 4,739,783 | |
Granted (in shares) | shares | 0 | |
Exercised (in shares) | shares | (248,431) | |
Forfeited (in shares) | shares | (413,646) | |
Ending balance (in shares) | shares | 4,077,706 | 4,739,783 |
Vested and expected to vest in the future (in shares) | shares | 4,077,706 | |
Exercisable at end of period (in shares) | shares | 3,080,624 | |
Weighted Average Exercise Price | ||
Beginning balance (in dollars per share) | $ / shares | $ 13.21 | |
Granted (in dollars per share) | $ / shares | 0 | |
Exercised (in dollars per share) | $ / shares | 6.57 | |
Forfeited (in dollars per share) | $ / shares | 22.36 | |
Ending balance (in dollars per share) | $ / shares | 12.69 | $ 13.21 |
Vested and expected to vest in the future (in dollars per share) | $ / shares | 12.69 | |
Exercisable at end of period (in dollars per share) | $ / shares | $ 10.13 | |
Weighted Average Remaining Contract Term and Aggregate Intrinsic Value | ||
Weighted average remaining contractual term | 6 years 4 months 17 days | 7 years 7 months 9 days |
Weighted average remaining contractual term, vested and expected to vest in the future | 6 years 4 months 17 days | |
Weighted average remaining contractual term, exercisable at end of period | 6 years 4 months 17 days | |
Aggregate intrinsic value | $ | $ 25,912 | $ 19,855 |
Aggregate intrinsic value, vested and expected to vest in the future | $ | 25,912 | |
Aggregate intrinsic value, exercisable at end of period | $ | $ 25,578 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of RSU Activity (Details) | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Number of RSUs | |
Non-vested ending balance (in shares) | 5,116,305 |
Restricted stock units (RSUs) | |
Number of RSUs | |
Non-vested beginning balance (in shares) | 3,111,831 |
Granted (in shares) | 3,639,674 |
Vested (in shares) | (863,709) |
Forfeited (in shares) | (771,491) |
Non-vested ending balance (in shares) | 5,116,305 |
Weighted Average Grant Date Fair Value | |
Non-vested beginning balance (in dollars per share) | $ / shares | $ 19.27 |
Granted (in dollars per share) | $ / shares | 16.35 |
Vested (in dollars per share) | $ / shares | 19.23 |
Forfeited (in dollars per share) | $ / shares | 18.79 |
Non-vested ending balance (in dollars per share) | $ / shares | $ 17.27 |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary of Stock-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | $ 8,322 | $ 7,253 | $ 22,216 | $ 16,501 |
Cost of revenues | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | 910 | 1,352 | 2,919 | 3,567 |
General and administrative expense | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | 4,443 | 3,170 | 11,938 | 6,947 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | 1,709 | 2,092 | 5,368 | 4,457 |
Sales and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | 1,260 | 639 | 2,654 | 1,530 |
Restructuring related costs | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | $ 0 | $ 0 | $ (663) | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate reconciliation, percent | 27.90% | (44.40%) | 22.70% | 44% | |
Uncertain tax positions | $ 3.2 | $ 3.2 | $ 2.5 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Sep. 08, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | May 31, 2022 | |
Related Party Transaction [Line Items] | |||||||
Net book value of internally developed software | $ 13,460,000 | $ 13,460,000 | $ 10,851,000 | ||||
Stock repurchase program authorized amount | $ 75,000,000 | ||||||
Related Party | |||||||
Related Party Transaction [Line Items] | |||||||
Capitalized software costs | 100,000 | $ 0 | 100,000 | $ 0 | |||
Amortization of internally developed software | 0 | 0 | |||||
Net book value of internally developed software | $ 100,000 | $ 100,000 | |||||
Shares repurchased by stockholder (shares) | 1,525,027 | ||||||
Average price per share (in dollars per share) | $ 16.43 | ||||||
Stock repurchase program authorized amount | $ 25,000,000 | ||||||
Discount on stock repurchase | 5% |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||
Cost of revenues | $ 22,488 | $ 23,812 | $ 69,973 | $ 68,292 | |
General and administrative | 23,218 | 21,423 | 70,182 | 60,416 | |
Research and development | 11,248 | 11,518 | 36,814 | 30,414 | |
Sales and marketing | 9,441 | 6,311 | 26,212 | 16,519 | |
Total operating expenses | 43,907 | 39,415 | 136,829 | 109,898 | |
Prepaid expenses and other current assets | 12,640 | 12,640 | $ 9,447 | ||
Total current assets | 144,196 | 144,196 | 128,132 | ||
Accounts payable | 4,847 | 4,847 | 1,249 | ||
Accrued liabilities | 34,159 | 34,159 | 32,500 | ||
Total current liabilities | 69,248 | 69,248 | 54,199 | ||
Related Party | |||||
Related Party Transaction [Line Items] | |||||
Cost of revenues | 416 | 525 | 1,183 | 1,598 | |
General and administrative | 154 | 167 | 556 | 603 | |
Research and development | 57 | 89 | 284 | 198 | |
Sales and marketing | 0 | 29 | 1 | 68 | |
Total operating expenses | 627 | $ 810 | 2,024 | $ 2,467 | |
Prepaid expenses and other current assets | 98 | 98 | 37 | ||
Total current assets | 98 | 98 | 37 | ||
Accounts payable | 313 | 313 | 30 | ||
Accrued liabilities | 289 | 289 | 456 | ||
Total current liabilities | $ 602 | $ 602 | $ 486 |
Net (Loss) Income Per Share - S
Net (Loss) Income Per Share - Summary of calculation of basic and diluted net income (loss) per share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||
Net income (loss) attributable to common stockholders, basic | $ (2,069) | $ (2,894) | $ (12,965) | $ 6,757 |
Net income (loss) attributable to common stockholders, diluted | $ (2,069) | $ (2,894) | $ (12,965) | $ 6,757 |
Weighted average common stock outstanding: | ||||
Basic (in shares) | 81,073,915 | 80,659,320 | 80,883,310 | 80,353,399 |
Diluted (in shares) | 81,073,915 | 80,659,320 | 80,883,310 | 82,364,835 |
Net (loss) income per share: | ||||
Basic (in dollars per share) | $ (0.03) | $ (0.04) | $ (0.16) | $ 0.08 |
Diluted (in dollars per share) | $ (0.03) | $ (0.04) | $ (0.16) | $ 0.08 |
Restricted stock awards, unvested | ||||
Weighted average common stock outstanding: | ||||
Effect of dilutive securities (shares) | 228,653 | |||
Restricted stock units, unvested | ||||
Weighted average common stock outstanding: | ||||
Effect of dilutive securities (shares) | 81,032 | |||
Purchase rights committed under the ESPP | ||||
Weighted average common stock outstanding: | ||||
Effect of dilutive securities (shares) | 7,578 | |||
Stock options | ||||
Weighted average common stock outstanding: | ||||
Effect of dilutive securities (shares) | 1,694,173 |
Net (Loss) Income Per Share -_2
Net (Loss) Income Per Share - Summary of outstanding potentially dilutive securities were excluded from the calculation of diluted net loss per common unit attributable to common unitholders (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 8,275,757 | 6,083,912 | 8,272,630 | 2,591,138 |
Options to purchase common stock outstanding, unexercised | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,080,624 | 2,833,199 | 3,080,624 | 1,833,279 |
Restricted stock units, unvested | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 5,116,305 | 3,174,027 | 5,116,305 | 757,859 |
Purchase rights committed under the ESPP | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 78,828 | 76,686 | 75,701 | 0 |
Restructuring Activities (Detai
Restructuring Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Feb. 24, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring related costs | $ 0 | $ 0 | $ 3,621 | $ 0 | |||
The "Plan" | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Reduction in current workforce | 9% | 11% | |||||
Restructuring and related cost, expected cost | $ 3,600 | ||||||
The "Plan" | Minimum | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | $ 2,500 | ||||||
The "Plan" | Maximum | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related cost, expected cost | $ 3,500 | ||||||
Severance and related costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring related costs | 700 | $ 2,900 | 3,600 | ||||
Previously vested stock based compensation | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring related costs | $ 400 | $ 300 | $ 700 |
Restructuring Activities - Roll
Restructuring Activities - Rollforward of the Company's Restructuring Reserve Balance (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve, beginning balance | $ 0 | |||
Restructuring related costs | $ 0 | $ 0 | 3,621 | $ 0 |
Payments | (3,621) | |||
Restructuring reserve, ending balance | $ 0 | $ 0 |
Business Combinations (Details)
Business Combinations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Nov. 04, 2022 | Apr. 01, 2022 | Sep. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | ||||||||
Acquisition related costs | $ 0 | $ 163 | $ 0 | $ 2,549 | ||||
Purchase accounting adjustments, goodwill | 757 | 0 | ||||||
Escrow deposit | $ 0 | 0 | $ 30,000 | |||||
Beanstalk Networks, L.L.C. (OpenClose) | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration, gross | $ 63,100 | |||||||
Acquisition related costs | $ 1,900 | |||||||
Business combination, adjustment to cash received | 300 | |||||||
Business combination, adjustment to other current assets | (100) | |||||||
Business combination, adjustment to accrued expenses | 600 | |||||||
Purchase accounting adjustments, goodwill | 431 | |||||||
Business acquisition, pro forma revenue | 75,600 | 228,300 | ||||||
Business acquisition, pro forma net income (loss) | $ (3,700) | $ 4,400 | ||||||
StreetShares | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration, gross | $ 28,000 | |||||||
Acquisition related costs | 1,600 | |||||||
Purchase accounting adjustments, goodwill | $ 200 | $ 245 | ||||||
Escrow deposit | $ 30,000 |
Business Combinations - Summary
Business Combinations - Summary of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | |
Goodwill [Roll Forward] | |||
Beginning balance | $ 608,657 | $ 608,657 | |
Purchase accounting adjustments, goodwill | 757 | $ 0 | |
Ending balance | 609,333 | ||
Beanstalk Networks, L.L.C. (OpenClose) | |||
Goodwill [Roll Forward] | |||
Purchase accounting adjustments, goodwill | 431 | ||
StreetShares | |||
Goodwill [Roll Forward] | |||
Purchase accounting adjustments, goodwill | $ 200 | $ 245 |