Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 01, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
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 $0.001 per share | |
Trading Symbol | MLNK | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 75,790,593 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Central Index Key | 0001834494 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 93,009 | $ 80,441 |
Accounts receivable, net | 35,924 | 32,412 |
Prepaid expenses and other current assets | 11,323 | 11,574 |
Total current assets | 140,256 | 124,427 |
Property and equipment, net | 2,664 | 3,337 |
Right of use assets, net | 806 | 1,140 |
Intangible assets, net | 226,525 | 251,060 |
Goodwill | 610,063 | 610,063 |
Other assets | 6,622 | 6,224 |
Total assets | 986,936 | 996,251 |
Current liabilities: | ||
Accounts payable | 6,035 | 4,405 |
Accrued liabilities | 30,608 | 30,673 |
Deferred revenue | 28,337 | 17,224 |
Current portion of debt, net of debt issuance costs | 3,768 | 3,542 |
Total current liabilities | 68,748 | 55,844 |
Debt, net of debt issuance costs | 467,073 | 420,004 |
Deferred tax liabilities, net | 10,928 | 10,823 |
Long-term deferred revenue | 261 | 792 |
Other long-term liabilities | 390 | 541 |
Total liabilities | 547,400 | 488,004 |
Commitments and contingencies (Note 5) | ||
Stockholders’ Equity: | ||
Preferred stock, $0.000 par value; 50,000 shares authorized; zero shares issued and outstanding at June 30, 2024 and December 31, 2023 | 0 | 0 |
Common stock, $0.001 par value; 600,000,000 shares authorized, 75,773,928 and 78,447,701 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively | 126 | 129 |
Additional paid-in capital | 675,191 | 654,634 |
Accumulated deficit | (235,781) | (146,516) |
Total stockholders’ equity | 439,536 | 508,247 |
Total liabilities and stockholders’ equity | $ 986,936 | $ 996,251 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
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 stock, 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) | 75,773,928 | 78,447,701 |
Common stock, shares outstanding (in shares) | 75,773,928 | 78,447,701 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Revenues, net | $ 78,676 | $ 75,415 | $ 156,492 | $ 152,550 |
Cost of revenues: | ||||
Subscription and services | 23,373 | 23,984 | 44,717 | 47,485 |
Amortization of developed technology | 4,803 | 4,510 | 9,532 | 8,964 |
Total cost of revenues | 28,176 | 28,494 | 54,249 | 56,449 |
Gross profit | 50,500 | 46,921 | 102,243 | 96,101 |
Operating expenses: | ||||
General and administrative | 29,237 | 24,409 | 54,416 | 46,964 |
Research and development | 9,905 | 11,754 | 19,390 | 25,566 |
Sales and marketing | 11,467 | 8,558 | 22,003 | 16,771 |
Restructuring related costs | 988 | 717 | 4,179 | 3,621 |
Total operating expenses | 51,597 | 45,438 | 99,988 | 92,922 |
Operating (loss) income | (1,097) | 1,483 | 2,255 | 3,179 |
Other (income) expense, net: | ||||
Interest and other income | (1,636) | (784) | (2,592) | (1,254) |
Interest expense | 9,797 | 9,316 | 19,379 | 18,347 |
Total other expense, net | 8,161 | 8,532 | 16,787 | 17,093 |
Loss before income taxes | (9,258) | (7,049) | (14,532) | (13,914) |
Provision for (benefit from) income taxes | 412 | (1,819) | 444 | (3,018) |
Net loss | $ (9,670) | $ (5,230) | $ (14,976) | $ (10,896) |
Net loss per share: | ||||
Basic (in dollars per share) | $ (0.13) | $ (0.06) | $ (0.19) | $ (0.13) |
Diluted (in dollars per share) | $ (0.13) | $ (0.06) | $ (0.19) | $ (0.13) |
Weighted average common stock outstanding: | ||||
Basic (in shares) | 76,527,803 | 80,911,113 | 76,923,824 | 80,786,427 |
Diluted (in shares) | 76,527,803 | 80,911,113 | 76,923,824 | 80,786,427 |
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, 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 | 65,770 | ||||||
Vesting of RSUs | $ 4 | $ 4 | ||||||
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 RSUs | (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 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] | ||||||||
Repurchase of stock (in shares) | (336,507) | |||||||
Repurchase of stock | $ (5,145) | |||||||
Net loss | (10,896) | |||||||
Ending balance (in shares) at Jun. 30, 2023 | 81,167,660 | |||||||
Ending balance at Jun. 30, 2023 | 577,851 | $ 132 | 636,193 | (58,474) | ||||
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 | 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 | ||||||
Issuance of common stock through employee stock purchase plan (in shares) | 61,759 | |||||||
Issuance of common stock through employee stock purchase plan | 793 | 793 | ||||||
Shares withheld related to net share settlement of restricted stock units (in shares) | (53,240) | |||||||
Shares withheld related to net share settlement of RSUs | $ (1,026) | (1,026) | ||||||
Repurchase of stock (in shares) | (107,978) | (107,978) | ||||||
Repurchase of stock | $ (1,646) | (1,646) | ||||||
Share-based compensation expense | 9,090 | 9,090 | ||||||
Net 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) | ||||
Beginning balance (in shares) at Dec. 31, 2023 | 78,447,701 | |||||||
Beginning balance at Dec. 31, 2023 | 508,247 | $ 129 | 654,634 | (146,516) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vesting of restricted stock (in shares) | 261,847 | |||||||
Issuance of common stock due to exercise of stock options (in shares) | 26,856 | |||||||
Issuance of common stock due to exercise of stock options | 191 | 191 | ||||||
Shares withheld related to net share settlement of restricted stock units (in shares) | (8,440) | |||||||
Shares withheld related to net share settlement of RSUs | (294) | (294) | ||||||
Repurchase of stock (in shares) | (2,406,015) | |||||||
Repurchase of stock | (44,377) | $ (2) | (44,375) | |||||
Share-based compensation expense | 7,872 | 7,872 | ||||||
Net loss | (5,306) | (5,306) | ||||||
Ending balance (in shares) at Mar. 31, 2024 | 76,338,829 | |||||||
Ending balance at Mar. 31, 2024 | 466,333 | $ 127 | 662,403 | (196,197) | ||||
Beginning balance (in shares) at Dec. 31, 2023 | 78,447,701 | |||||||
Beginning balance at Dec. 31, 2023 | $ 508,247 | $ 129 | 654,634 | (146,516) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock due to exercise of stock options (in shares) | 113,206 | |||||||
Repurchase of stock (in shares) | (3,959,909) | |||||||
Repurchase of stock | $ (74,293) | |||||||
Net loss | (14,976) | |||||||
Ending balance (in shares) at Jun. 30, 2024 | 75,773,928 | |||||||
Ending balance at Jun. 30, 2024 | 439,536 | $ 126 | 675,191 | (235,781) | ||||
Beginning balance (in shares) at Mar. 31, 2024 | 76,338,829 | |||||||
Beginning balance at Mar. 31, 2024 | 466,333 | $ 127 | 662,403 | (196,197) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Vesting of restricted stock (in shares) | 924,333 | |||||||
Vesting of RSUs | $ 1 | $ 1 | ||||||
Issuance of common stock due to exercise of stock options (in shares) | 86,350 | |||||||
Issuance of common stock due to exercise of stock options | 531 | 531 | ||||||
Issuance of common stock through employee stock purchase plan (in shares) | 69,899 | |||||||
Issuance of common stock through employee stock purchase plan | 944 | 944 | ||||||
Shares withheld related to net share settlement of restricted stock units (in shares) | (91,589) | |||||||
Shares withheld related to net share settlement of RSUs | $ (1,382) | (1,382) | ||||||
Repurchase of stock (in shares) | (1,553,894) | (1,553,894) | ||||||
Repurchase of stock | $ (29,916) | $ (2) | (29,914) | |||||
Share-based compensation expense | 12,695 | 12,695 | ||||||
Net loss | (9,670) | (9,670) | ||||||
Ending balance (in shares) at Jun. 30, 2024 | 75,773,928 | |||||||
Ending balance at Jun. 30, 2024 | $ 439,536 | $ 126 | $ 675,191 | $ (235,781) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (14,976) | $ (10,896) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 29,096 | 28,955 |
Provision for expected credit losses | 561 | 441 |
Amortization of debt issuance costs | 464 | 669 |
Share-based compensation expense | 20,429 | 13,893 |
Deferred income taxes | 105 | (4,192) |
Loss on disposal of property and equipment | 6 | 0 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | (4,073) | (2,640) |
Prepaid expenses and other assets | (197) | (2,395) |
Accounts payable | 1,675 | 2,955 |
Accrued liabilities | (277) | (1,663) |
Deferred revenue | 10,581 | 9,058 |
Net cash provided by operating activities | 43,394 | 34,185 |
Cash flows from investing activities: | ||
Capitalized software additions | (3,684) | (4,562) |
Purchases of property and equipment | (152) | (305) |
Return of escrow deposit | 0 | 30,000 |
Acquisition, net of cash acquired – Beanstalk Networks LLC | 0 | 326 |
Net cash (used in) provided by investing activities | (3,836) | 25,459 |
Cash flows from financing activities: | ||
Repurchases of common stock | (73,788) | (5,145) |
Proceeds from exercise of stock options | 722 | 1,025 |
Proceeds from employee stock purchase plan | 944 | 793 |
Taxes paid related to net share settlement of restricted stock units | (1,676) | (1,050) |
Principal payments of debt | (2,278) | (2,175) |
Proceeds from debt | 50,000 | 0 |
Payments of debt issuance costs | (840) | 0 |
Payments of deferred offering costs | (74) | 0 |
Net cash used in financing activities | (26,990) | (6,552) |
Net increase in cash and cash equivalents | 12,568 | 53,092 |
Cash and cash equivalents, beginning of period | 80,441 | 55,780 |
Cash and cash equivalents, end of period | 93,009 | 108,872 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 18,893 | 17,955 |
Cash paid for income taxes | 433 | 2,577 |
Share-Based Payment Arrangement, Decrease for Tax Withholding Obligation, Non-Cash | 1,676 | 0 |
Non-cash investing and financing activities: | ||
Excise taxes payable included in repurchases of common stock | 505 | 0 |
Share-based compensation expense included in capitalized software additions | 138 | 136 |
Purchase price allocation adjustment related to income tax effects for StreetShares acquisition | 0 | 245 |
Purchases of property and equipment included in accounts payable and accrued liabilities | 0 | 3 |
Vesting of restricted stock awards and restricted stock units | $ 1 | $ 5 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business MeridianLink, Inc., and its wholly-owned subsidiaries, (collectively, the “Company”) provides secure, cloud-based digital solutions that transform the ways in which traditional and emerging financial services providers engage with account holders and end users. The Company sells its solutions to financial institutions, including banks, credit unions, mortgage lenders, specialty lending providers, and consumer reporting agencies. The Company delivers its solutions to the substantial majority of its customers using a software-as-a-service (“SaaS”) model under which its customers pay subscription fees for the use of the Company’s solutions. The Company is headquartered in Costa Mesa, California. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
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. The interim condensed consolidated balance sheet as of June 30, 2024, the condensed consolidated statements of operations and stockholders’ equity for the three and six months ended June 30, 2024 and 2023, and the condensed consolidated statements of cash flows for the six months ended June 30, 2024 and 2023 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 June 30, 2024, its condensed consolidated results of operations for the three and six months ended June 30, 2024 and 2023 and its cash flows for the six months ended June 30, 2024 and 2023. The financial data and the other financial information disclosed in the notes to the condensed consolidated financial statements related to the three and six months ended June 30, 2024 and 2023 and as of June 30, 2024, are also unaudited. The condensed consolidated balance sheet as of December 31, 2023, included herein, and financial information as of December 31, 2023, disclosed in the notes to the condensed consolidated financial statements 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, 2023, filed on March 12, 2024 (“2023 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. Certain items subject to such estimates include 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, including the valuation allowance for deferred 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 2023 Annual Report on Form 10-K. There have been no changes to the Company’s significant accounting policies described in the Company’s 2023 Annual Report on Form 10-K that have had a material impact on its condensed consolidated financial statements and related notes. Accounting Pronouncements Not Yet 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 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” Accounting Standard Update (“ASU”) 2023-09 is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments address investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for the Company for annual periods beginning after December 15, 2025, on a prospective or retrospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its condensed consolidated financial statements and related disclosures. ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” ASU 2023-07 requires enhanced disclosures about significant segment expenses and other segment items and requires companies to disclose all annual disclosures about segments in interim periods. The new standard also permits companies to disclose more than one measure of segment profit or loss, requires disclosure of the title and position of the CODM, and requires companies with a single reportable segment to provide all disclosures required by Topic 280. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted, and companies are required to apply the ASU retrospectively to all periods presented. The Company is currently evaluating the impact that adoption of this standard will have on its condensed consolidated financial statements and related disclosures. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, Six Months Ended June 30, 2024 2023 2024 2023 Lending Software Solutions $ 61,644 $ 55,778 $ 122,547 $ 113,779 Data Verification Software Solutions 17,032 19,637 33,945 38,771 Total $ 78,676 $ 75,415 $ 156,492 $ 152,550 The following table disaggregates the Company’s net revenues by major source (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Subscription fees $ 65,946 $ 63,770 $ 131,858 $ 130,175 Professional services 9,559 9,002 18,569 17,437 Other 3,171 2,643 6,065 4,938 Total $ 78,676 $ 75,415 $ 156,492 $ 152,550 Contract Balances 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 June 30, As of January 1, As of June 30, As of January 1, 2024 2024 2023 2023 Accounts receivable, net $ 33,192 $ 30,314 $ 33,146 $ 29,010 Unbilled receivables 2,732 2,098 1,958 3,895 Accounts receivable, net $ 35,924 $ 32,412 $ 35,104 $ 32,905 Deferred revenue, current $ 28,337 $ 17,224 $ 26,302 $ 16,945 Long-term deferred revenue $ 261 $ 792 $ 841 $ 1,141 Unbilled receivables primarily result from revenue being recognized when or as control of a solution or service is transferred to the customer, but where invoicing is contingent upon the completion of other performance obligations or where the contract provides that payment timing differs from the provisioning of services. Unbilled receivables and accounts receivable, net of the allowance for expected credit losses, are included within accounts receivable, net on the Company’s consolidated balance sheets. Accounts receivable and unbilled receivables will increase or decrease based on the timing of invoices, customer payments, and recognition of revenue. Deferred Revenue The balance of deferred revenue will increase or decrease based on the timing of invoices and recognition of revenue. Significant changes in our deferred revenue balances during the six months ended June 30, 2024 and 2023 were as follows (in thousands): As of June 30, 2024 2023 Deferred revenue, beginning balance $ 18,016 $ 18,086 Billing of transaction consideration 167,074 161,607 Revenue recognized (156,492) (152,550) Deferred revenue, ending balance $ 28,598 $ 27,143 Deferred revenue, current $ 28,337 $ 26,302 Long-term deferred revenue 261 841 Total deferred revenue $ 28,598 $ 27,143 Accounts Receivable and Allowance for Credit Losses A rollforward of the Company’s allowance for expected credit losses balance for the six months ended June 30, 2024 , and 2023 , is as follows (in thousands): As of June 30, 2024 2023 Allowance for expected credit losses, beginning balance $ 514 $ 165 Provision for expected credit losses 561 441 Write offs, net (363) (179) Allowance for expected credit losses, ending balance $ 712 $ 427 Assets Recognized from Costs to Obtain a Contract with a Customer Current costs for assets recognized from costs to obtain a contract with a customer are included in prepaid expenses and other current assets, and non-current costs are included in other assets on the accompanying condensed consolidated balance sheets. The following table represents the changes in assets recognized from costs to obtain a contract with a customer, or contract cost assets (in thousands): As of June 30, 2024 2023 Beginning balance $ 8,018 $ 6,539 Additions 2,295 2,291 Amortization (1,995) (1,559) Ending balance $ 8,318 $ 7,271 Contract cost assets, current $ 3,913 $ 3,471 Contract cost assets, noncurrent 4,405 3,800 Total contract cost assets $ 8,318 $ 7,271 |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, As of December 31, 2024 2023 Prepaid expenses $ 5,970 $ 5,762 Contract cost assets, current 3,913 3,782 Income tax receivable 673 961 Other 767 1,069 Total prepaid expenses and other current assets $ 11,323 $ 11,574 Cloud Computing Arrangements Current costs for capitalized deferred implementation costs are included in prepaid expenses and other current assets, and non-current costs are included in other assets on the accompanying condensed consolidated balance sheets. Capitalized deferred implementation costs for cloud computing arrangements consisted of the following (in thousands): As of June 30, As of December 31, 2024 2023 Capitalized deferred implementation costs $ 2,309 $ 1,779 Accumulated amortization (257) (208) Capitalized deferred implementation costs, net $ 2,052 $ 1,571 Amortization expense for capitalized deferred implementation costs was immaterial for the three and six months ended June 30, 2024, and 2023. Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): As of June 30, As of December 31, 2024 2023 Computer equipment and software $ 8,866 $ 8,794 Leasehold improvements 2,424 2,732 Office equipment and furniture 990 990 Total 12,280 12,516 Accumulated depreciation (9,616) (9,179) Property and equipment, net $ 2,664 $ 3,337 Depreciation expense amounted to $0.4 million, and $0.5 million for the three months ended June 30, 2024 and 2023, respectively. Depreciation expense amounted to $0.7 million, and $1.0 million for the six months ended June 30, 2024 and 2023, respectively. Intangible Assets, Net Intangible assets, net consisted of the following (in thousands): As of June 30, 2024 Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 343,300 $ (183,578) $ 159,722 Developed technology 96,400 (57,651) 38,749 Trademarks 24,975 (14,045) 10,930 Non-competition agreements 5,500 (2,233) 3,267 Capitalized software 32,819 (18,962) 13,857 Total intangible assets, net $ 502,994 $ (276,469) $ 226,525 As of December 31, 2023 Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 343,300 $ (166,485) $ 176,815 Developed technology 96,400 (52,039) 44,361 Trademarks 24,975 (12,803) 12,172 Non-competition agreements 5,500 (1,743) 3,757 Capitalized software 28,997 (15,042) 13,955 Total intangible assets, net $ 499,172 $ (248,112) $ 251,060 For the three months ended June 30, 2024 and 2023, the Company capitalized $1.9 million and $2.7 million, respectively, related to internally developed software. For the six months ended June 30, 2024 and 2023, the Company capitalized $3.8 million and $4.7 million, respectively, related to internally developed software costs. The weighted average remaining useful lives for intangible assets as of June 30, 2024, were as follows: Weighted Average Remaining Useful Life (in years) Customer relationships 5 Developed technology 6 Trademarks 5 Non-competition agreements 3 Capitalized software 2 Amortization expense related to intangible assets was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cost of revenues $ 4,803 $ 4,510 $ 9,532 $ 8,964 General and administrative expense 9,407 9,419 18,825 19,001 Total amortization expense $ 14,210 $ 13,929 $ 28,357 $ 27,965 The estimated future amortization of intangible assets as of June 30, 2024, was as follows (in thousands): Years ending December 31, 2024 (remaining six months) $ 28,365 2025 51,336 2026 45,511 2027 42,546 2028 24,901 Thereafter 33,866 Total amortization expense $ 226,525 No impairment of long-lived assets was recorded during the three and six months ended June 30, 2024 or 2023. Accrued Liabilities Accrued liabilities consisted of the following (in thousands): As of June 30, As of December 31, 2024 2023 Accrued payroll and payroll-related expenses $ 10,104 $ 9,501 Accrued operating costs 4,960 3,655 Accrued bonuses 4,157 6,424 Sales tax liabilities from acquisitions 3,383 3,383 Accrued costs of revenues 2,655 2,003 Customer deposits 1,237 1,302 Excise taxes payable 884 379 Operating lease liabilities – current 685 773 Other sales tax liabilities 309 404 User conference accrual — 1,073 Other accrued liabilities 2,234 1,776 Total accrued liabilities $ 30,608 $ 30,673 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
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. The Company accrues estimates for resolution of legal proceedings and other contingencies when we determine that the likelihood of an unfavorable outcome is probable and the amount of loss is reasonably estimable. 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. During the three months ended June 30, 2024, the Company incurred estimated settlement charges amounting to $1.5 million related to the expected settlements of class action litigation claims. These matters became probable and estimable during the three months ended June 30, 2024, which is the same period that settlements regarding these matters were proposed. In July 2024, settlement was finalized and paid for one of the claims equal to the amount that was accrued as of June 30, 2024. The Company does not anticipate that final payment of the remaining estimated claim will be materially different from the estimate accrued. 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 June 30, 2024, are as follows (in thousands): Contractual Commitments Years ending December 31, 2024 (remaining six months) $ 1,131 2025 1,115 2026 975 Thereafter — Total $ 3,221 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consisted of the following (in thousands): As of June 30, As of December 31, 2024 2023 2021 Term Loan $ 475,109 $ 427,388 Debt issuance costs (4,268) (3,842) Total debt, net 470,841 423,546 Less: Current portion of debt 2021 Term Loan 4,763 4,350 Debt issuance costs (995) (808) Total current portion of debt, net 3,768 3,542 Total non-current portion of debt, net $ 467,073 $ 420,004 Amortization of debt issuance costs was $0.3 million and $0.4 million for the three months ended June 30, 2024 and 2023, respectively, and $0.5 million and $0.7 million for the six months ended June 30, 2024, and 2023, respectively. Total interest expense, excluding amortization of debt issuance costs, was $9.5 million and $8.9 million for the three months ended June 30, 2024 and 2023, respectively, and $18.9 million and $17.8 million for the six months ended June 30, 2024 and 2023, respectively. 2021 Credit Agreement The credit agreement dated as of November 10, 2021, as amended (the “2021 Credit Agreement”), provides for a term loan facility (the “2021 Term Loan”) with an aggregate principal amount of $476.3 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 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 June 30, 2024. 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. The interest rate under the conforming changes amendment was equal to SOFR plus 3.00% initial margin and 0.26% spread adjustment. 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. On May 15, 2024, the Company entered into a Refinancing Amendment and First Amendment to the 2021 Credit Agreement (the “Amendment”). Pursuant to the Amendment, the Company, among other things, lowered the interest rate on its 2021 Term Loan from SOFR plus 3.00% initial margin per annum to SOFR plus 2.75% per annum, and removed the 0.26% spread adjustment that was previously required under the conforming changes amendment discussed above. The Amendment also increased the aggregate principal amount of the 2021 Term Loan by $50.0 million, which the Company drew down in connection with the Amendment, increasing the outstanding principal amount of the 2021 Term Loan to $476.3 million. The Company accounted for the Amendment as a debt modification. The Company incurred $1.3 million financing fees related to the Amendment, of which $0.8 million was deferred and recorded as a reduction to the debt balance, and $0.5 million was expensed as incurred in general and administrative expense on the Company’s condensed consolidated statements of operations. 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 June 30, 2024. 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 Term SOFR (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 2.75% at June 30, 2024. The Company is required to make quarterly principal payments equal to 0.25% of the principal, with the remainder due at maturity. In connection with the Amendment, debt issuance costs of $4.4 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 $0.8 million incurred in connection with the Amendment, and $3.6 million carried forward from the Company’s original 2021 Term Loan. The Company recognized $0.2 million and $0.4 million of amortization of debt issuance costs for the 2021 Term Loan during the three months ended June 30, 2024 and 2023, respectively, and $0.4 million and $0.6 million during the six months ended June 30, 2024 and 2023, respectively. The effective interest rate on the 2021 Term Loan was 8.4% as of June 30, 2024. 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 Term SOFR (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 remaining unamortized debt issuance costs were $0.2 million and $0.3 million as of June 30, 2024, and December 31, 2023, 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 June 30, 2024, 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 debt as of June 30, 2024, were as follows (in thousands): Years ending December 31, 2024 (remaining six months) $ 2,381 2025 4,763 2026 4,763 2027 4,763 2028 458,439 Total $ 475,109 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2024 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Stock Repurchase Programs In May 2022, the Company’s board of directors authorized a stock repurchase program to acquire up to $75.0 million of the Company’s common stock, with no fixed expiration date and no requirement to purchase any minimum number of shares (the “2022 Stock Repurchase Program”). In January 2024, the Company’s board of directors authorized a stock repurchase program to acquire up to $125.0 million of the Company’s common stock, with no fixed expiration date and no requirement to purchase any minimum number of shares (the “2024 Stock Repurchase Program”). The manner, timing, and actual number of shares repurchased under the programs 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 programs may be commenced, suspended, or terminated at any time by the Company at its discretion without prior notice. Approximately $44.4 million (including excise taxes) of the 2024 Stock Repurchase Program was used for the stock repurchase in connection with the Secondary Offering (defined below). For both the 2022 Stock Repurchase Program and 2024 Stock Repurchase Program, 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. Secondary Offering by Selling Stockholders and Related Common Stock Repurchase On February 9, 2024, the Company completed an underwritten secondary offering for the sale of 6,906,015 shares of common stock by certain of its existing stockholders, at an offering price of $19.00 per share (the “Secondary Offering”). The selling stockholders also granted the underwriters a 30-day option to purchase up to an additional 675,000 shares of common stock from the selling stockholders at the public offering price, less underwriting discounts and commissions. The underwriters did not exercise their option to purchase any additional shares before the expiration of the 30-day window. The Company did not receive any proceeds from the sale of its common stock by the selling stockholders in the Secondary Offering. During the three and six months ended June 30, 2024, the Company incurred costs of $0.3 million, and $1.7 million, respectively, in connection with the Secondary Offering. These costs are included within general and administrative expenses on the Company’s condensed consolidated statements of operations. The Secondary Offering was made pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-276336), which was filed with the Securities and Exchange Commission on December 29, 2023 and became effective on January 8, 2024. On February 9, 2024, in connection with the Secondary Offering and pursuant to the 2024 Repurchase Program, the Company purchased 2,406,015 shares of its common stock from the underwriters at a price per share equal to $18.2875, which is equal to the per share price at which the underwriters purchased the shares from the selling stockholders in the Secondary Offering, resulting in an aggregate purchase price of approximately $44.4 million (including excise taxes). Stock Repurchase Activity A summary of repurchased share activity during the three and six months ended June 30, 2024 and 2023, is as follows (in thousands except share data): Three Months Ended Six Months Ended June 30, 2024 2023 2024 2023 Total number of shares repurchased 1,553,894 107,978 3,959,909 336,507 Total cost of shares repurchased, including commissions, fees, and excise taxes $ 29,916 $ 1,646 $ 74,293 $ 5,145 As of June 30, 2024, there was a total of $61.3 million remaining for repurchase under the Company’s stock repurchase programs. |
Share-based Compensation
Share-based Compensation | 6 Months Ended |
Jun. 30, 2024 | |
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 the Company’s 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 six months ended June 30, 2024, 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, 2024 3,976,372 $ 12.53 6.68 $ 49,670 Granted — — Exercised (113,206) 6.38 Forfeited (51,117) 23.52 Outstanding – June 30, 2024 3,812,049 $ 12.56 6.18 $ 37,178 Vested and expected to vest in the future at June 30, 2024 3,812,049 12.56 6.18 37,178 Exercisable at June 30, 2024 3,174,663 $ 10.96 5.89 $ 35,525 The total fair value of options that vested during the three months ended June 30, 2024 and 2023 was $2.3 million and $2.6 million, respectively, and for the six months ended June 30, 2024 and 2023 was $3.5 million and $3.7 million, respectively. The total intrinsic value of options exercised during the three months ended June 30, 2024 and 2023 was $1.2 million and $0.6 million, respectively, and for the six months ended June 30, 2024 and 2023 was $1.6 million and $1.4 million, respectively. Share-based compensation expense related to time-based and performance-based stock options for the three months ended June 30, 2024 and 2023 was $1.1 million and $1.5 million, respectively, and for the six months ended June 30, 2024 and 2023 was $2.5 million and $2.8 million, respectively. During the six months ended June 30, 2024 and 2023, performance-based options were probable of vesting and, therefore, were included as part of share-based compensation expense. As of June 30, 2024, there was $5.8 million of unrecognized share-based compensation expense related to stock options, which is expected to be recognized over a weighted-average period of 1.5 years. Restricted Stock Units A summary of restricted stock unit (“RSU”) activity during the six months ended June 30, 2024, is as follows: Number of RSUs Weighted Average Grant Date Fair Value Non-vested – January 1, 2024 4,919,744 $ 17.19 Granted 3,864,207 18.60 Vested (1,186,180) 17.22 Forfeited (362,696) 17.56 Non-vested – June 30, 2024 7,235,075 17.92 Each RSU represents the right to receive one share of the Company’s common stock upon vesting and settlement. As of June 30, 2024, 7,235,075 RSUs are expected to vest. Share-based compensation expense related to RSUs for the three months ended June 30, 2024 and 2023 was $11.4 million and $7.4 million, respectively, and for the six months ended June 30, 2024 and 2023 was $17.8 million and $10.8 million, respectively. As of June 30, 2024, there was $118.5 million of unrecognized share-based compensation expense related to RSUs, which is expected to be recognized over a weighted-average period of 3.01 years. Employee Stock Purchase Program As of June 30, 2024, the Company has issued 69,899 shares of common stock pursuant to the 2021 Employee Stock Purchase Plan under its employee stock purchase program (“ESPP”). As of June 30, 2024, there was $0.2 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. Share-based compensation expense related to the ESPP for the three months ended June 30, 2024 and 2023 was $0.2 million and $0.2 million, respectively, and for the six months ended June 30, 2024 and 2023 was $0.3 million and $0.3 million, 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 six months ended June 30, 2024 and 2023 as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cost of revenues $ 1,363 $ 1,157 $ 2,145 $ 2,009 General and administrative 6,792 5,231 11,185 7,494 Research and development (1) 2,531 1,875 4,033 3,658 Sales and marketing 1,814 1,104 3,073 1,395 Restructuring related costs (2) 126 (365) (7) (663) Total share-based compensation expense $ 12,626 $ 9,002 $ 20,429 $ 13,893 ______________ (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 June 30, 2024 and 2023, respectively, and $0.1 million and $0.1 million during the six months ended June 30, 2024 and 2023, respectively. (2) Relates to unvested stock compensation that was forfeited or accelerated as part of the 2024 Realignment Plan and 2023 Restructuring Plan. See Note 12, “Restructuring.” |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
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. However, there is an exception to the use of this method when a reliable estimate of its ordinary income (loss) or related tax (benefit) for the year cannot be determined. In that case, an entity may report the actual tax or benefit applicable when annual income cannot be estimated, as a discrete item in the interim period. This exception was used in determining the tax provision for the three and six months ended June 30, 2024. Using the discrete method for the current year, and the annual effective tax rate method for the prior year, the Company’s provision for income taxes reflected an effective tax rate of (4.5)% and 25.8% for the three months ended June 30, 2024 and 2023, respectively, and (3.1)% and 21.7% for the six months ended June 30, 2024 and 2023, respectively. During the three and six months ended June 30, 2024, the Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to research and development credits, state income taxes, and permanent favorable differences related to share-based compensation expense; partially offset by certain employee remuneration under section 162(m) of the Internal Revenue Code, other expected permanent differences, and changes in the valuation allowance. During the three and six months ended June 30, 2023, the Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to R&D 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. The Company regularly assesses whether a valuation allowance should be recorded against its deferred tax assets based on the consideration of all available evidence, both positive and negative, using a “more likely than not” realization standard. In making such a determination, all available positive and negative evidence are considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. In making such judgements, significant weight is given to evidence that can be objectively verified. After analyzing all available evidence, including the past and current trend in volatility in the Company’s business operating environment, which has impacted the Company’s current ability and expectation to generate sufficient future taxable income to fully realize its deferred tax assets, the Company continues to maintain that it is more likely that it would not be able to utilize all of the deferred tax assets as of June 30, 2024, and December 31, 2023, and, therefore, has a partial valuation allowance against its deferred tax assets. The Company’s valuation allowance was $33.2 million and $29.4 million as of June 30, 2024, and December 31, 2023, respectively. The Company has gross unrecognized tax benefits with respect to research and development credits of $3.9 million as of June 30, 2024, and $3.5 million as of December 31, 2023. The Company has recorded an immaterial amount of penalties and interest to income tax expense as the credits have started to be utilized in certain jurisdictions, however almost all credits have no penalties or interest recorded as the credits have not yet been fully utilized. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In the course of its business operations, the Company maintains agreements for services from companies in which certain investment funds advised by a significant stockholder hold an investment. These services primarily relate to vehicle lookup data through an API integrated with many of the Company's products and costs related to financial and business planning software, among others. These costs are recorded as cost of sales or operating expenses on the Company’s condensed consolidated statements of operations, depending on the nature of the agreement or transactions. The Company also has compensation agreements with its directors and officers, which are recorded as general and administrative expenses on the Company’s condensed consolidated statements of operations. Costs associated with these agreements and transactions are considered to be related party transactions. The following table presents the impact of related party transactions on the Company’s consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cost of revenues $ 501 $ 446 $ 865 $ 766 General and administrative 520 156 686 403 Research and development 27 66 52 228 Total related party expenses $ 1,048 $ 668 $ 1,603 $ 1,397 The following table presents the impact of related party transactions on the Company’s condensed consolidated balance sheets (in thousands): As of June 30, As of December 31, 2024 2023 Prepaid expenses and other current assets $ 183 $ 38 Total current assets $ 183 $ 38 Accounts payable $ 270 $ 110 Accrued liabilities 537 243 Total current liabilities $ 807 $ 353 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 consolidated balance sheets. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table presents the calculation of basic and diluted net loss per share (in thousands, except share and per share data): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Basic and diluted net loss per share Numerator: Net loss attributable to common stockholders $ (9,670) $ (5,230) $ (14,976) $ (10,896) Denominator: Weighted average common stock outstanding: Basic 76,527,803 80,911,113 76,923,824 80,786,427 Diluted 76,527,803 80,911,113 76,923,824 80,786,427 Net loss per share: Basic $ (0.13) $ (0.06) $ (0.19) $ (0.13) Diluted $ (0.13) $ (0.06) $ (0.19) $ (0.13) A reconciliation of the denominator used in the calculation of basic and diluted earnings per share is as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Weighted average shares outstanding for basic loss per share 76,527,803 80,911,113 76,923,824 80,786,427 Effect of dilutive securities: Options outstanding, unexercised — — — — RSAs unvested — — — — RSUs unvested — — — — Purchase rights committed under the ESPP — — — — Weighted average shares outstanding for diluted loss per share 76,527,803 80,911,113 76,923,824 80,786,427 The following outstanding potentially dilutive securities were excluded from the calculation of diluted net loss per share attributable to common stockholders because their impact would have been anti-dilutive for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Options to purchase common stock outstanding, unexercised 3,812,049 1,917,659 3,812,049 1,967,302 Restricted stock units, unvested 7,235,075 365,887 7,235,075 417,964 Purchase rights committed under the ESPP 7,553 — 13,280 — Total 11,054,677 2,283,546 11,060,404 2,385,266 |
Restructuring Activities
Restructuring Activities | 6 Months Ended |
Jun. 30, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activities | Restructuring Activities 2024 Realignment Plan In January 2024, the Company’s board of directors authorized an organizational realignment plan (the “2024 Realignment Plan”) that is designed to manage operating costs, enable efficient delivery on business objectives, and allow for growth in areas of strategic importance. The 2024 Realignment Plan included a reduction of the Company’s then-current workforce by approximately 12%. The Company initially estimated that it would incur charges of approximately $3.3 million to $4.3 million in connection with the 2024 Realignment Plan, consisting primarily of cash expenditures and relating to employee severance payments, employee benefits, and employee transition costs. During the three months ended June 30, 2024, the Company completed the 2024 Realignment Plan, which resulted in additional restructuring charges related to employee severance payments, employee benefits, and employee transition costs of $1.0 million, including $0.1 million accelerated vesting of share-based compensation. Restructuring charges of $4.2 million for severance and related costs, net of $0.0 million previously vested share-based compensation, net of acceleration, were recognized during the six months ended June 30, 2024, and 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 six months ended June 30, 2024 is as follows (in thousands): As of June 30, 2024 Beginning balance $ — Restructuring related costs 4,179 Payments (3,361) Ending balance $ 818 2023 Restructuring Plan In February 2023, the Company’s board of directors authorized a restructuring plan (the “2023 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 a reduction of the Company’s then-current workforce by approximately 11%. The Company completed the 2023 Restructuring Plan in the second quarter of 2023. Restructuring charges of $0.7 million for severance and related costs, net of $0.4 million previously vested share-based compensation, were recognized during the three months ended June 30, 2023. 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 six months ended June 30, 2023. These charges are reflected in restructuring-related costs on the Company’s condensed consolidated statements of operations. As of June 30, 2023 Beginning balance $ — Restructuring related costs 3,621 Payments (3,146) Ending balance $ 475 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
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. The interim condensed consolidated balance sheet as of June 30, 2024, the condensed consolidated statements of operations and stockholders’ equity for the three and six months ended June 30, 2024 and 2023, and the condensed consolidated statements of cash flows for the six months ended June 30, 2024 and 2023 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 June 30, 2024, its condensed consolidated results of operations for the three and six months ended June 30, 2024 and 2023 and its cash flows for the six months ended June 30, 2024 and 2023. The financial data and the other financial information disclosed in the notes to the condensed consolidated financial statements related to the three and six months ended June 30, 2024 and 2023 and as of June 30, 2024, are also unaudited. The condensed consolidated balance sheet as of December 31, 2023, included herein, and financial information as of December 31, 2023, disclosed in the notes to the condensed consolidated financial statements 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, 2023, filed on March 12, 2024 (“2023 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. Certain items subject to such estimates include 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, including the valuation allowance for deferred income taxes. In accordance with GAAP, management bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances. Management regularly evaluates its estimates and assumptions using historical experience and other factors; however, actual results could differ significantly from those estimates. |
Accounting Pronouncements Not Yet Adopted | Accounting Pronouncements Not Yet 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 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” Accounting Standard Update (“ASU”) 2023-09 is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments address investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for the Company for annual periods beginning after December 15, 2025, on a prospective or retrospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this accounting standard update on its condensed consolidated financial statements and related disclosures. ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” ASU 2023-07 requires enhanced disclosures about significant segment expenses and other segment items and requires companies to disclose all annual disclosures about segments in interim periods. The new standard also permits companies to disclose more than one measure of segment profit or loss, requires disclosure of the title and position of the CODM, and requires companies with a single reportable segment to provide all disclosures required by Topic 280. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted, and companies are required to apply the ASU retrospectively to all periods presented. The Company is currently evaluating the impact that adoption of this standard will have on its condensed consolidated financial statements and related disclosures. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, Six Months Ended June 30, 2024 2023 2024 2023 Lending Software Solutions $ 61,644 $ 55,778 $ 122,547 $ 113,779 Data Verification Software Solutions 17,032 19,637 33,945 38,771 Total $ 78,676 $ 75,415 $ 156,492 $ 152,550 The following table disaggregates the Company’s net revenues by major source (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Subscription fees $ 65,946 $ 63,770 $ 131,858 $ 130,175 Professional services 9,559 9,002 18,569 17,437 Other 3,171 2,643 6,065 4,938 Total $ 78,676 $ 75,415 $ 156,492 $ 152,550 |
Schedule of contract balances and deferred revenue | 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 June 30, As of January 1, As of June 30, As of January 1, 2024 2024 2023 2023 Accounts receivable, net $ 33,192 $ 30,314 $ 33,146 $ 29,010 Unbilled receivables 2,732 2,098 1,958 3,895 Accounts receivable, net $ 35,924 $ 32,412 $ 35,104 $ 32,905 Deferred revenue, current $ 28,337 $ 17,224 $ 26,302 $ 16,945 Long-term deferred revenue $ 261 $ 792 $ 841 $ 1,141 and 2023 were as follows (in thousands): As of June 30, 2024 2023 Deferred revenue, beginning balance $ 18,016 $ 18,086 Billing of transaction consideration 167,074 161,607 Revenue recognized (156,492) (152,550) Deferred revenue, ending balance $ 28,598 $ 27,143 Deferred revenue, current $ 28,337 $ 26,302 Long-term deferred revenue 261 841 Total deferred revenue $ 28,598 $ 27,143 |
Summary of allowance for expected credit losses | A rollforward of the Company’s allowance for expected credit losses balance for the six months ended June 30, 2024 , and 2023 , is as follows (in thousands): As of June 30, 2024 2023 Allowance for expected credit losses, beginning balance $ 514 $ 165 Provision for expected credit losses 561 441 Write offs, net (363) (179) Allowance for expected credit losses, ending balance $ 712 $ 427 |
Schedule of changes in contract cost assets | The following table represents the changes in assets recognized from costs to obtain a contract with a customer, or contract cost assets (in thousands): As of June 30, 2024 2023 Beginning balance $ 8,018 $ 6,539 Additions 2,295 2,291 Amortization (1,995) (1,559) Ending balance $ 8,318 $ 7,271 Contract cost assets, current $ 3,913 $ 3,471 Contract cost assets, noncurrent 4,405 3,800 Total contract cost assets $ 8,318 $ 7,271 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of prepaid expenses and other current assets | Prepaid expenses and other current assets consisted of the following (in thousands): As of June 30, As of December 31, 2024 2023 Prepaid expenses $ 5,970 $ 5,762 Contract cost assets, current 3,913 3,782 Income tax receivable 673 961 Other 767 1,069 Total prepaid expenses and other current assets $ 11,323 $ 11,574 |
Summary of property and equipment, net | Property and equipment, net consisted of the following (in thousands): As of June 30, As of December 31, 2024 2023 Computer equipment and software $ 8,866 $ 8,794 Leasehold improvements 2,424 2,732 Office equipment and furniture 990 990 Total 12,280 12,516 Accumulated depreciation (9,616) (9,179) Property and equipment, net $ 2,664 $ 3,337 |
Summary of cloud computing arrangements | Current costs for capitalized deferred implementation costs are included in prepaid expenses and other current assets, and non-current costs are included in other assets on the accompanying condensed consolidated balance sheets. Capitalized deferred implementation costs for cloud computing arrangements consisted of the following (in thousands): As of June 30, As of December 31, 2024 2023 Capitalized deferred implementation costs $ 2,309 $ 1,779 Accumulated amortization (257) (208) Capitalized deferred implementation costs, net $ 2,052 $ 1,571 |
Summary of intangible assets, net and estimated useful lives and weighted average amortization periods | Intangible assets, net consisted of the following (in thousands): As of June 30, 2024 Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 343,300 $ (183,578) $ 159,722 Developed technology 96,400 (57,651) 38,749 Trademarks 24,975 (14,045) 10,930 Non-competition agreements 5,500 (2,233) 3,267 Capitalized software 32,819 (18,962) 13,857 Total intangible assets, net $ 502,994 $ (276,469) $ 226,525 As of December 31, 2023 Gross Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 343,300 $ (166,485) $ 176,815 Developed technology 96,400 (52,039) 44,361 Trademarks 24,975 (12,803) 12,172 Non-competition agreements 5,500 (1,743) 3,757 Capitalized software 28,997 (15,042) 13,955 Total intangible assets, net $ 499,172 $ (248,112) $ 251,060 For the three months ended June 30, 2024 and 2023, the Company capitalized $1.9 million and $2.7 million, respectively, related to internally developed software. For the six months ended June 30, 2024 and 2023, the Company capitalized $3.8 million and $4.7 million, respectively, related to internally developed software costs. The weighted average remaining useful lives for intangible assets as of June 30, 2024, were as follows: Weighted Average Remaining Useful Life (in years) Customer relationships 5 Developed technology 6 Trademarks 5 Non-competition agreements 3 Capitalized software 2 |
Summary of amortization expense related to intangible assets | Amortization expense related to intangible assets was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cost of revenues $ 4,803 $ 4,510 $ 9,532 $ 8,964 General and administrative expense 9,407 9,419 18,825 19,001 Total amortization expense $ 14,210 $ 13,929 $ 28,357 $ 27,965 |
Schedule of estimated future amortization of intangible assets | The estimated future amortization of intangible assets as of June 30, 2024, was as follows (in thousands): Years ending December 31, 2024 (remaining six months) $ 28,365 2025 51,336 2026 45,511 2027 42,546 2028 24,901 Thereafter 33,866 Total amortization expense $ 226,525 |
Summary of accrued liabilities | Accrued liabilities consisted of the following (in thousands): As of June 30, As of December 31, 2024 2023 Accrued payroll and payroll-related expenses $ 10,104 $ 9,501 Accrued operating costs 4,960 3,655 Accrued bonuses 4,157 6,424 Sales tax liabilities from acquisitions 3,383 3,383 Accrued costs of revenues 2,655 2,003 Customer deposits 1,237 1,302 Excise taxes payable 884 379 Operating lease liabilities – current 685 773 Other sales tax liabilities 309 404 User conference accrual — 1,073 Other accrued liabilities 2,234 1,776 Total accrued liabilities $ 30,608 $ 30,673 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, 2024, are as follows (in thousands): Contractual Commitments Years ending December 31, 2024 (remaining six months) $ 1,131 2025 1,115 2026 975 Thereafter — Total $ 3,221 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Debt consisted of the following (in thousands): As of June 30, As of December 31, 2024 2023 2021 Term Loan $ 475,109 $ 427,388 Debt issuance costs (4,268) (3,842) Total debt, net 470,841 423,546 Less: Current portion of debt 2021 Term Loan 4,763 4,350 Debt issuance costs (995) (808) Total current portion of debt, net 3,768 3,542 Total non-current portion of debt, net $ 467,073 $ 420,004 |
Summary of future principal payments of long-term debt | Future principal payments of debt as of June 30, 2024, were as follows (in thousands): Years ending December 31, 2024 (remaining six months) $ 2,381 2025 4,763 2026 4,763 2027 4,763 2028 458,439 Total $ 475,109 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Stockholders' Equity Note [Abstract] | |
Summary of Repurchased Share Activity | A summary of repurchased share activity during the three and six months ended June 30, 2024 and 2023, is as follows (in thousands except share data): Three Months Ended Six Months Ended June 30, 2024 2023 2024 2023 Total number of shares repurchased 1,553,894 107,978 3,959,909 336,507 Total cost of shares repurchased, including commissions, fees, and excise taxes $ 29,916 $ 1,646 $ 74,293 $ 5,145 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of stock option activity | A summary of stock option activity during the six months ended June 30, 2024, 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, 2024 3,976,372 $ 12.53 6.68 $ 49,670 Granted — — Exercised (113,206) 6.38 Forfeited (51,117) 23.52 Outstanding – June 30, 2024 3,812,049 $ 12.56 6.18 $ 37,178 Vested and expected to vest in the future at June 30, 2024 3,812,049 12.56 6.18 37,178 Exercisable at June 30, 2024 3,174,663 $ 10.96 5.89 $ 35,525 |
Schedule of RSU activity | A summary of restricted stock unit (“RSU”) activity during the six months ended June 30, 2024, is as follows: Number of RSUs Weighted Average Grant Date Fair Value Non-vested – January 1, 2024 4,919,744 $ 17.19 Granted 3,864,207 18.60 Vested (1,186,180) 17.22 Forfeited (362,696) 17.56 Non-vested – June 30, 2024 7,235,075 17.92 |
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 six months ended June 30, 2024 and 2023 as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cost of revenues $ 1,363 $ 1,157 $ 2,145 $ 2,009 General and administrative 6,792 5,231 11,185 7,494 Research and development (1) 2,531 1,875 4,033 3,658 Sales and marketing 1,814 1,104 3,073 1,395 Restructuring related costs (2) 126 (365) (7) (663) Total share-based compensation expense $ 12,626 $ 9,002 $ 20,429 $ 13,893 ______________ (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 June 30, 2024 and 2023, respectively, and $0.1 million and $0.1 million during the six months ended June 30, 2024 and 2023, respectively. (2) Relates to unvested stock compensation that was forfeited or accelerated as part of the 2024 Realignment Plan and 2023 Restructuring Plan. See Note 12, “Restructuring.” |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table presents the impact of related party transactions on the Company’s consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Cost of revenues $ 501 $ 446 $ 865 $ 766 General and administrative 520 156 686 403 Research and development 27 66 52 228 Total related party expenses $ 1,048 $ 668 $ 1,603 $ 1,397 The following table presents the impact of related party transactions on the Company’s condensed consolidated balance sheets (in thousands): As of June 30, As of December 31, 2024 2023 Prepaid expenses and other current assets $ 183 $ 38 Total current assets $ 183 $ 38 Accounts payable $ 270 $ 110 Accrued liabilities 537 243 Total current liabilities $ 807 $ 353 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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 per share (in thousands, except share and per share data): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Basic and diluted net loss per share Numerator: Net loss attributable to common stockholders $ (9,670) $ (5,230) $ (14,976) $ (10,896) Denominator: Weighted average common stock outstanding: Basic 76,527,803 80,911,113 76,923,824 80,786,427 Diluted 76,527,803 80,911,113 76,923,824 80,786,427 Net loss per share: Basic $ (0.13) $ (0.06) $ (0.19) $ (0.13) Diluted $ (0.13) $ (0.06) $ (0.19) $ (0.13) A reconciliation of the denominator used in the calculation of basic and diluted earnings per share is as follows: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Weighted average shares outstanding for basic loss per share 76,527,803 80,911,113 76,923,824 80,786,427 Effect of dilutive securities: Options outstanding, unexercised — — — — RSAs unvested — — — — RSUs unvested — — — — Purchase rights committed under the ESPP — — — — Weighted average shares outstanding for diluted loss per share 76,527,803 80,911,113 76,923,824 80,786,427 |
Summary of Outstanding Potentially Dilutive Securities were Excluded from the Calculation of Diluted Net Loss Per Common Unit Attributable to Common Unitholders | The following outstanding potentially dilutive securities were excluded from the calculation of diluted net loss per share attributable to common stockholders because their impact would have been anti-dilutive for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Options to purchase common stock outstanding, unexercised 3,812,049 1,917,659 3,812,049 1,967,302 Restricted stock units, unvested 7,235,075 365,887 7,235,075 417,964 Purchase rights committed under the ESPP 7,553 — 13,280 — Total 11,054,677 2,283,546 11,060,404 2,385,266 |
Restructuring Activities (Table
Restructuring Activities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Restructuring and Related Activities [Abstract] | |
Rollforward of the Company's Restructuring Reserve Balance | A rollforward of the Company’s restructuring reserve balance for the six months ended June 30, 2024 is as follows (in thousands): As of June 30, 2024 Beginning balance $ — Restructuring related costs 4,179 Payments (3,361) Ending balance $ 818 As of June 30, 2023 Beginning balance $ — Restructuring related costs 3,621 Payments (3,146) Ending balance $ 475 |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2024 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 | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 78,676 | $ 75,415 | $ 156,492 | $ 152,550 |
Lending Software Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | 61,644 | 55,778 | 122,547 | 113,779 |
Data Verification Software Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 17,032 | $ 19,637 | $ 33,945 | $ 38,771 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | ||||
Impairment of assets related to deferred commissions | $ 0 | $ 0 | $ 0 | $ 0 |
Revenue Recognition - Disaggr_2
Revenue Recognition - Disaggregation of Revenue by Major Source (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 78,676 | $ 75,415 | $ 156,492 | $ 152,550 |
Subscription fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | 65,946 | 63,770 | 131,858 | 130,175 |
Professional services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | 9,559 | 9,002 | 18,569 | 17,437 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues, net | $ 3,171 | $ 2,643 | $ 6,065 | $ 4,938 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Customer Contract-Related Arrangements (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Revenue Recognition and Deferred Revenue [Abstract] | ||||
Accounts receivable, net | $ 33,192 | $ 30,314 | $ 33,146 | $ 29,010 |
Unbilled receivables | 2,732 | 2,098 | 1,958 | 3,895 |
Accounts receivable, net | 35,924 | 32,412 | 35,104 | 32,905 |
Deferred revenue | 28,337 | 17,224 | 26,302 | 16,945 |
Long-term deferred revenue | $ 261 | $ 792 | $ 841 | $ 1,141 |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of Changes in Deferred Revenue (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Contract With Customer, Liability [Roll Forward] | ||||
Deferred revenue, beginning balance | $ 18,016 | $ 18,086 | ||
Billing of transaction consideration | 167,074 | 161,607 | ||
Revenue recognized | (156,492) | (152,550) | ||
Deferred revenue, ending balance | 28,598 | 27,143 | ||
Deferred revenue, current | 28,337 | 26,302 | ||
Long-term deferred revenue | 261 | 841 | $ 792 | $ 1,141 |
Total deferred revenue | $ 28,598 | $ 27,143 | $ 18,016 | $ 18,086 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Allowance for Expected Credit Losses Activity (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning Balance | $ 514 | $ 165 |
Provision for expected credit losses | 561 | 441 |
Write offs, net | (363) | (179) |
Ending Balance | $ 712 | $ 427 |
Revenue Recognition - Schedul_3
Revenue Recognition - Schedule of Changes in Contract Cost Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Capitalized Contract Cost [Roll Forward] | |||
Beginning balance | $ 8,018 | $ 6,539 | |
Additions | 2,295 | 2,291 | |
Amortization | (1,995) | (1,559) | |
Ending balance | 8,318 | 7,271 | |
Contract cost assets, current | 3,913 | 3,471 | $ 3,782 |
Contract cost assets, noncurrent | 4,405 | 3,800 | |
Total contract cost assets | $ 8,318 | $ 7,271 | $ 8,018 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Prepaid expenses | $ 5,970 | $ 5,762 | |
Contract cost assets, current | 3,913 | 3,782 | $ 3,471 |
Income tax receivable | 673 | 961 | |
Other | 767 | 1,069 | |
Total prepaid expenses and other current assets | $ 11,323 | $ 11,574 |
Balance Sheet Components - Clou
Balance Sheet Components - Cloud Computing Arrangements (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Offsetting [Abstract] | ||
Capitalized deferred implementation costs | $ 2,309 | $ 1,779 |
Accumulated amortization | (257) | (208) |
Capitalized deferred implementation costs, net | $ 2,052 | $ 1,571 |
Balance Sheet Components - Su_2
Balance Sheet Components - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 12,280 | $ 12,516 |
Accumulated depreciation | (9,616) | (9,179) |
Property and equipment, net | 2,664 | 3,337 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 8,866 | 8,794 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 2,424 | 2,732 |
Office equipment and furniture | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 990 | $ 990 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||
Amortization expense for capitalized deferred implementation costs | $ 0 | $ 0 | $ 0 | $ 0 |
Depreciation | 400,000 | 500,000 | 700,000 | 1,000,000 |
Impairment of long-lived assets | 0 | 0 | 0 | 0 |
Capitalized software | ||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||
Capitalized software costs | $ 1,900,000 | $ 2,700,000 | $ 3,800,000 | $ 4,700,000 |
Balance Sheet Components - Su_3
Balance Sheet Components - Summary of Intangible Assets, Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | $ 502,994 | $ 499,172 |
Intangible assets, accumulated amortization | (276,469) | (248,112) |
Total amortization expense | 226,525 | 251,060 |
Capitalized deferred implementation costs | 32,819 | 28,997 |
Capitalized computer software, accumulated amortization | (18,962) | (15,042) |
Capitalized computer software, net carrying amount | 13,857 | 13,955 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | 343,300 | 343,300 |
Intangible assets, accumulated amortization | (183,578) | (166,485) |
Total amortization expense | 159,722 | 176,815 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | 96,400 | 96,400 |
Intangible assets, accumulated amortization | (57,651) | (52,039) |
Total amortization expense | 38,749 | 44,361 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | 24,975 | 24,975 |
Intangible assets, accumulated amortization | (14,045) | (12,803) |
Total amortization expense | 10,930 | 12,172 |
Non-competition agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross amount | 5,500 | 5,500 |
Intangible assets, accumulated amortization | (2,233) | (1,743) |
Total amortization expense | $ 3,267 | $ 3,757 |
Balance Sheet Components - Su_4
Balance Sheet Components - Summary of Estimated Useful Lives and Weighted Average Amortization Periods for Intangible Assets (Detail) | 6 Months Ended |
Jun. 30, 2024 | |
Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 5 years |
Developed technology | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 6 years |
Trademarks | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 5 years |
Non-competition agreements | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 3 years |
Capitalized software | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Remaining Useful Life (in years) | 2 years |
Balance Sheet Components - Su_5
Balance Sheet Components - Summary of amortization expense related to intangible assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 14,210 | $ 13,929 | $ 28,357 | $ 27,965 |
Cost of revenues | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 4,803 | 4,510 | 9,532 | 8,964 |
General and administrative expense | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 9,407 | $ 9,419 | $ 18,825 | $ 19,001 |
Balance Sheet Components - Su_6
Balance Sheet Components - Summary of Estimated Future Amortization of Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
2024 (remaining six months) | $ 28,365 | |
2025 | 51,336 | |
2026 | 45,511 | |
2027 | 42,546 | |
2028 | 24,901 | |
Thereafter | 33,866 | |
Total amortization expense | $ 226,525 | $ 251,060 |
Balance Sheet Components - Su_7
Balance Sheet Components - Summary of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued payroll and payroll-related expenses | $ 10,104 | $ 9,501 |
Accrued operating costs | 4,960 | 3,655 |
Accrued bonuses | 4,157 | 6,424 |
Sales tax liabilities from acquisitions | 3,383 | 3,383 |
Accrued costs of revenues | 2,655 | 2,003 |
Customer deposits | 1,237 | 1,302 |
Excise taxes payable | 884 | 379 |
Operating lease liabilities – current | 685 | 773 |
Other sales tax liabilities | 309 | 404 |
User conference accrual | 0 | 1,073 |
Other accrued liabilities | 2,234 | 1,776 |
Total accrued liabilities | $ 30,608 | $ 30,673 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Payments Under Non-Cancelable Purchase Commitments (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2024 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Settlement charges incurred | $ 1,500 |
2024 (remaining six months) | 1,131 |
2025 | 1,115 |
2026 | 975 |
Thereafter | 0 |
Total future minimum payments under non-cancelable purchase commitments | $ 3,221 |
Debt - Summary of Long-term Deb
Debt - Summary of Long-term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | May 15, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | |||
2021 Term Loan | $ 475,109 | $ 427,388 | |
Debt issuance costs | (4,268) | (3,842) | |
Total debt, net | 470,841 | 423,546 | |
Current portion of long term debt | 3,768 | 3,542 | |
Debt issuance costs | (995) | (808) | |
Total non-current portion of debt, net | 467,073 | 420,004 | |
Secured Debt | 2021 Term Loan | |||
Debt Instrument [Line Items] | |||
2021 Term Loan | $ 476,300 | ||
Current portion of long term debt | $ 4,763 | $ 4,350 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
May 15, 2024 | Nov. 10, 2021 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | |||||||
Amortization of financing costs | $ 300 | $ 400 | $ 464 | $ 669 | |||
Interest expense | 9,500 | 8,900 | 18,900 | 17,800 | |||
Principal amount | 475,109 | 475,109 | $ 427,388 | ||||
Debt issuance costs, gross | $ 4,400 | ||||||
2021 Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Financing fees | $ 100 | ||||||
2021 Credit Agreement | Secured Overnight Financing Rate (SOFR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.75% | 3% | |||||
Basis spread adjustment | 0.26% | ||||||
2021 Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Amortization of financing costs | $ 200 | $ 400 | $ 400 | $ 600 | |||
Percent of original principal | 0.25% | 0.25% | |||||
Debt issuance costs, gross | $ 3,600 | ||||||
Interest rate, effective | 8.40% | 8.40% | |||||
2021 Term Loan | Base Rate | Variable Rate Component One | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.75% | ||||||
2021 Term Loan | Secured Overnight Financing Rate (SOFR) | Variable Rate Component Two | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.75% | ||||||
2021 Term Loan | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Term loan | 476,300 | ||||||
Financing fees | $ 1,300 | ||||||
Principal amount | 476,300 | ||||||
Debt issuance costs, gross | 800 | ||||||
Financing fees expensed | 500 | ||||||
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 | $ 200 | $ 200 | $ 300 | ||||
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 | |||||
2021 Credit Agreement, Refinancing Amendment And First Amendment | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance costs, gross | $ 800 | ||||||
2021 Credit Agreement, Refinancing Amendment And First Amendment | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Increase in principal amount | $ 50,000 |
Debt - Summary of Future Princi
Debt - Summary of Future Principal Payments of Long-term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Debt Disclosure [Abstract] | ||
2024 (remaining six months) | $ 2,381 | |
2025 | 4,763 | |
2026 | 4,763 | |
2027 | 4,763 | |
2028 | 458,439 | |
Total | $ 475,109 | $ 427,388 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Feb. 09, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jan. 31, 2024 | May 31, 2022 | |
Class of Stock [Line Items] | |||||||||
Stock repurchase program authorized amount | $ 125,000,000 | $ 75,000,000 | |||||||
Total cost of shares repurchased, including commissions, fees, and excise taxes | $ 44,400,000 | $ 29,916,000 | $ 44,377,000 | $ 1,646,000 | $ 3,499,000 | $ 74,293,000 | $ 5,145,000 | ||
Payment of stock issuance costs | 74,000 | $ 0 | |||||||
Stock remaining for repurchase under repurchase program | $ 61,300,000 | $ 61,300,000 | |||||||
Stock repurchased (in shares) | 1,553,894 | 107,978 | 3,959,909 | 336,507 | |||||
2024 Repurchase Program | |||||||||
Class of Stock [Line Items] | |||||||||
Total cost of shares repurchased, including commissions, fees, and excise taxes | $ 44,400,000 | ||||||||
Shares repurchased price per share (in dollars per share) | $ 18.2875 | ||||||||
Stock repurchased (in shares) | 2,406,015 | ||||||||
The Secondary Offering | |||||||||
Class of Stock [Line Items] | |||||||||
Sale of stock, number of shares issued in transaction (in shares) | 6,906,015 | ||||||||
Sale of stock issue price per share (in dollars per share) | $ 19 | ||||||||
Payment of stock issuance costs | $ 300,000 | $ 1,700,000 | |||||||
Over-Allotment Option | |||||||||
Class of Stock [Line Items] | |||||||||
Sale of stock, number of shares issued in transaction (in shares) | 675,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Repurchased Share Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Feb. 09, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |||||||
Stock repurchased (in shares) | 1,553,894 | 107,978 | 3,959,909 | 336,507 | |||
Total cost of shares repurchased, including commissions, fees, and excise taxes | $ 44,400 | $ 29,916 | $ 44,377 | $ 1,646 | $ 3,499 | $ 74,293 | $ 5,145 |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jul. 26, 2021 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Fair value of options vested | $ 2,300 | $ 2,600 | $ 3,500 | $ 3,700 | ||
Intrinsic value of options exercised | 1,200 | 600 | 1,600 | 1,400 | ||
Total share-based compensation expense | 12,626 | 9,002 | 20,429 | 13,893 | ||
Unrecognized stock-based compensation expense related to stock options | $ 5,800 | $ 5,800 | ||||
Unrecognized stock-based compensation expense, weighted -average period for recognition | 1 year 6 months | |||||
Unvested (in shares) | 7,235,075 | 7,235,075 | ||||
Issuance of common stock through employee purchase plan (in shares) | 69,899 | |||||
Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Total share-based compensation expense | $ 1,100 | 1,500 | $ 2,500 | 2,800 | ||
Unrecognized stock-based compensation expense, weighted -average period for recognition | 1 year 6 months | |||||
Restricted stock units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Total share-based compensation expense | $ 11,400 | 7,400 | $ 17,800 | 10,800 | ||
Unrecognized stock-based compensation expense, weighted -average period for recognition | 3 years 3 days | |||||
Common stock received upon vesting and settlement of RSUs (in shares) | 1 | 1 | ||||
Unvested (in shares) | 7,235,075 | 7,235,075 | 4,919,744 | |||
Unrecognized stock-based compensation expense, awards other than options | $ 118,500 | $ 118,500 | ||||
Purchase rights committed under the ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Total share-based compensation expense | 200 | $ 200 | 300 | $ 300 | ||
Unrecognized stock-based compensation expense, awards other than options | $ 200 | $ 200 | ||||
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 | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | |
Number of Options | ||
Beginning balance (in shares) | shares | 3,976,372 | |
Granted (in shares) | shares | 0 | |
Exercised (in shares) | shares | (113,206) | |
Forfeited (in shares) | shares | (51,117) | |
Ending balance (in shares) | shares | 3,812,049 | 3,976,372 |
Vested and expected to vest in the future (in shares) | shares | 3,812,049 | |
Exercisable at end of period (in shares) | shares | 3,174,663 | |
Weighted Average Exercise Price | ||
Beginning balance (in dollars per share) | $ / shares | $ 12.53 | |
Granted (in dollars per share) | $ / shares | 0 | |
Exercised (in dollars per share) | $ / shares | 6.38 | |
Forfeited (in dollars per share) | $ / shares | 23.52 | |
Ending balance (in dollars per share) | $ / shares | 12.56 | $ 12.53 |
Vested and expected to vest in the future (in dollars per share) | $ / shares | 12.56 | |
Exercisable at end of period (in dollars per share) | $ / shares | $ 10.96 | |
Weighted Average Remaining Contract Term and Aggregate Intrinsic Value | ||
Weighted average remaining contractual term | 6 years 2 months 4 days | 6 years 8 months 4 days |
Weighted average remaining contractual term, vested and expected to vest in the future | 6 years 2 months 4 days | |
Weighted average remaining contractual term, exercisable at end of period | 5 years 10 months 20 days | |
Aggregate intrinsic value | $ | $ 37,178 | $ 49,670 |
Aggregate intrinsic value, vested and expected to vest in the future | $ | 37,178 | |
Aggregate intrinsic value, exercisable at end of period | $ | $ 35,525 |
Share-based Compensation - Sche
Share-based Compensation - Schedule of RSU Activity (Details) | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Number of RSUs | |
Non-vested ending balance (in shares) | 7,235,075 |
Restricted stock units (RSUs) | |
Number of RSUs | |
Non-vested beginning balance (in shares) | 4,919,744 |
Granted (in shares) | 3,864,207 |
Vested (in shares) | (1,186,180) |
Forfeited (in shares) | (362,696) |
Non-vested ending balance (in shares) | 7,235,075 |
Weighted Average Grant Date Fair Value | |
Non-vested beginning balance (in dollars per share) | $ / shares | $ 17.19 |
Granted (in dollars per share) | $ / shares | 18.60 |
Vested (in dollars per share) | $ / shares | 17.22 |
Forfeited (in dollars per share) | $ / shares | 17.56 |
Non-vested ending balance (in dollars per share) | $ / shares | $ 17.92 |
Share-based Compensation - Su_2
Share-based Compensation - Summary of Stock-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | $ 12,626 | $ 9,002 | $ 20,429 | $ 13,893 |
Cost of revenues | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | 1,363 | 1,157 | 2,145 | 2,009 |
General and administrative expense | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | 6,792 | 5,231 | 11,185 | 7,494 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | 2,531 | 1,875 | 4,033 | 3,658 |
Capitalized software costs | 100 | 100 | 100 | 100 |
Sales and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | 1,814 | 1,104 | 3,073 | 1,395 |
Restructuring related costs | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total share-based compensation expense | $ 126 | $ (365) | $ (7) | $ (663) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate reconciliation, percent | (4.50%) | 25.80% | (3.10%) | 21.70% | |
Valuation allowance | $ 33.2 | $ 33.2 | $ 29.4 | ||
Uncertain tax positions | $ 3.9 | $ 3.9 | $ 3.5 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | |||||
Cost of revenues | $ 23,373 | $ 23,984 | $ 44,717 | $ 47,485 | |
General and administrative | 29,237 | 24,409 | 54,416 | 46,964 | |
Research and development | 9,905 | 11,754 | 19,390 | 25,566 | |
Prepaid expenses and other current assets | 11,323 | 11,323 | $ 11,574 | ||
Total current assets | 140,256 | 140,256 | 124,427 | ||
Accounts payable | 6,035 | 6,035 | 4,405 | ||
Accrued liabilities | 30,608 | 30,608 | 30,673 | ||
Total current liabilities | 68,748 | 68,748 | 55,844 | ||
Related Party | |||||
Related Party Transaction [Line Items] | |||||
Cost of revenues | 501 | 446 | 865 | 766 | |
General and administrative | 520 | 156 | 686 | 403 | |
Research and development | 27 | 66 | 52 | 228 | |
Total related party expenses | 1,048 | $ 668 | 1,603 | $ 1,397 | |
Prepaid expenses and other current assets | 183 | 183 | 38 | ||
Total current assets | 183 | 183 | 38 | ||
Accounts payable | 270 | 270 | 110 | ||
Accrued liabilities | 537 | 537 | 243 | ||
Total current liabilities | $ 807 | $ 807 | $ 353 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of calculation of basic and diluted net income (loss) per share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Numerator: | ||||||
Net loss | $ (9,670) | $ (5,306) | $ (5,230) | $ (5,666) | $ (14,976) | $ (10,896) |
Weighted average common stock outstanding: | ||||||
Basic (in shares) | 76,527,803 | 80,911,113 | 76,923,824 | 80,786,427 | ||
Diluted (in shares) | 76,527,803 | 80,911,113 | 76,923,824 | 80,786,427 | ||
Net loss per share: | ||||||
Basic (in dollars per share) | $ (0.13) | $ (0.06) | $ (0.19) | $ (0.13) | ||
Diluted (in dollars per share) | $ (0.13) | $ (0.06) | $ (0.19) | $ (0.13) | ||
Stock options | ||||||
Weighted average common stock outstanding: | ||||||
Effect of dilutive securities (shares) | 0 | 0 | 0 | 0 | ||
RSAs unvested | ||||||
Weighted average common stock outstanding: | ||||||
Effect of dilutive securities (shares) | 0 | 0 | 0 | 0 | ||
RSUs unvested | ||||||
Weighted average common stock outstanding: | ||||||
Effect of dilutive securities (shares) | 0 | 0 | 0 | 0 | ||
Purchase rights committed under the ESPP | ||||||
Weighted average common stock outstanding: | ||||||
Effect of dilutive securities (shares) | 0 | 0 | 0 | 0 |
Net Loss Per Share - Summary _2
Net Loss 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 | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 11,054,677 | 2,283,546 | 11,060,404 | 2,385,266 |
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) | 3,812,049 | 1,917,659 | 3,812,049 | 1,967,302 |
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) | 7,235,075 | 365,887 | 7,235,075 | 417,964 |
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) | 7,553 | 0 | 13,280 | 0 |
Restructuring Activities (Detai
Restructuring Activities (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Feb. 24, 2023 | Jan. 31, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||||||
Accrued severance and related costs | $ 818 | $ 475 | $ 818 | $ 475 | $ 0 | $ 0 | ||
Restructuring related costs | 988 | 717 | 4,179 | 3,621 | ||||
The "Plan" | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Reduction in current workforce | 11% | |||||||
The 2024 Realignment Plan | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Reduction in current workforce | 12% | |||||||
Restructuring related costs | 1,000 | |||||||
The 2024 Realignment Plan | Minimum | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring and related cost, expected cost | $ 3,300 | |||||||
The 2024 Realignment Plan | Maximum | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring and related cost, expected cost | $ 4,300 | |||||||
Severance and related costs | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring related costs | 700 | 3,600 | ||||||
Severance and related costs | The 2024 Realignment Plan | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring related costs | 4,200 | |||||||
Previously vested stock based compensation | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring related costs | $ 400 | $ 700 | ||||||
Previously vested stock based compensation | The 2024 Realignment Plan | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring related costs | $ 100 | $ 0 |
Restructuring Activities - Roll
Restructuring Activities - Rollforward of the Company's Restructuring Reserve Balance (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve, beginning balance | $ 0 | $ 0 | ||
Restructuring related costs | $ 988 | $ 717 | 4,179 | 3,621 |
Payments | (3,361) | (3,146) | ||
Restructuring reserve, ending balance | $ 818 | $ 475 | $ 818 | $ 475 |