Instructure (INST) 10-Q 2 Nov 22 2022 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2022	Oct. 31, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2022
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q3
Entity Registrant Name	Instructure Holdings, Inc.
Entity Central Index Key	0001841804
Entity File Number	001-40647
Entity Tax Identification Number	84-4325548
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Interactive Data Current	Yes
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Address Address Line1	6330 South 3000 East
Entity Address, Address Line Two	Suite 700
Entity Address City Or Town	Salt Lake City
Entity Address, State and Province	UT
Entity Incorporation State Country Code	DE
Entity Address Postal Zip Code	84121
Local Phone Number	203-6755
City Area Code	800
Security12b Title	Common Stock, par value $0.01 per share
Trading Symbol	INST
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		142,502,988

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 259,161	$ 164,928
Accounts receivable net	72,332	51,607
Prepaid expenses	27,624	15,475
Deferred commissions	14,222	11,418
Other current assets	3,015	3,384
Total current assets	376,354	246,812
Property and equipment, net	12,915	10,792
Right-of-use assets	14,537	18,175
Goodwill	1,203,979	1,194,221
Intangible assets, net	540,551	629,746
Noncurrent prepaid expenses	993	1,553
Deferred commissions, net of current portion	18,634	20,105
Deferred tax assets	9,304	6,477
Other assets	5,649	5,901
Total assets	2,182,916	2,133,782
Current liabilities:
Accounts payable	19,674	18,324
Accrued liabilities	26,563	28,408
Lease liabilities	6,956	6,666
Long-term debt, current	4,013	2,763
Deferred revenue	308,231	240,936
Total current liabilities	365,437	297,097
Long-term debt, net of current portion	487,490	490,500
Deferred revenue, net of current portion	12,632	14,740
Lease liabilities, net of current portion	18,045	23,678
Deferred tax liabilities	22,614	29,851
Other long-term liabilities	1,890	3,531
Total liabilities	908,108	859,397
Stockholders’ equity:
Common stock, par value $0.01 per share; 500,000 shares authorized as of September 30, 2022 (unaudited) and December 31, 2021; 141,914 and 140,741 shares issued and outstanding as of June 30, 2022 (unaudited) and December 31, 2021, respectively.	1,425	1,407
Additional paid-in capital	1,568,562	1,539,638
Accumulated deficit	(295,179)	(266,660)
Total stockholders’ equity	1,274,808	1,274,385
Total liabilities and stockholders’ equity	$ 2,182,916	$ 2,133,782

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common stock par value	$ 0.01	$ 0.01
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares, issued	142,503,000	140,741,000
Common stock, shares, outstanding	142,503,000	140,741,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenue:
Total revenue	$ 122,429	$ 107,221	$ 350,468	$ 294,768
Cost of revenue:
Total cost of revenue	44,073	41,467	127,482	128,075
Gross profit	78,356	65,754	222,986	166,693
Operating expenses:
Sales and marketing	45,737	40,553	134,943	120,858
Research and development	20,596	15,823	56,466	47,191
General and administrative	14,408	14,396	44,277	38,943
Impairment on disposal group	0	0	0	1,218
Total operating expenses	80,741	70,772	235,686	208,210
Loss from operations	(2,385)	(5,018)	(12,700)	(41,517)
Other income (expense):
Interest income	303	0	366	13
Interest expense	(7,173)	(11,251)	(16,337)	(44,178)
Other income (expense), net	(3,856)	(1,623)	(6,967)	(2,365)
Total other income (expense), net	(10,726)	(12,874)	(22,938)	(46,530)
Loss before income taxes	(13,111)	(17,892)	(35,638)	(88,047)
Income tax benefit	3,056	4,631	7,119	20,022
Net loss and comprehensive loss	$ (10,055)	$ (13,261)	$ (28,519)	$ (68,025)
Net loss per common share, basic	$ (0.07)	$ (0.10)	$ (0.20)	$ (0.52)
Net loss per common share, diluted	$ (0.07)	$ (0.10)	$ (0.20)	$ (0.52)
Weighted-average common shares outstanding--basic	142,108	136,647	141,536	129,643
Weighted-average common shares outstanding--diluted	142,108	136,647	141,536	129,643
Subscription and Support
Revenue:
Total revenue	$ 109,727	$ 96,163	$ 316,124	$ 266,774
Cost of revenue:
Total cost of revenue	37,005	36,528	108,419	112,575
Professional Services and Other
Revenue:
Total revenue	12,702	11,058	34,344	27,994
Cost of revenue:
Total cost of revenue	$ 7,068	$ 4,939	$ 19,063	$ 15,500

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit
Balance at Dec. 31, 2020	$ 1,087,984	$ 1,262	$ 1,264,703	$ (177,981)
Balance, shares at Dec. 31, 2020		126,219
Repurchase of TopCo units	(930)	$ (2)	(928)
Repurchase of TopCo units, shares		(220)
Vesting of restricted stock units, net		$ 3	(3)
Vesting of restricted stock units, shares		306
Shares withheld for tax withholding on vesting of restricted stock units	(1,318)	$ (1)	(1,317)
Shares withheld for tax withholding on vesting of restricted stock units, shares		57
Stock-based compensation	11,678		11,678
Issuance of common stock in connection with initial public offering, net of underwriters' discounts and commissions and issuance costs, shares		14,175
Issuance of common stock in connection with initial public offering, net of underwriters' discounts and commissions and issuance costs	259,604	$ 142	259,462
Net loss	(68,025)			(68,025)
Balance at Sep. 30, 2021	1,288,993	$ 1,404	1,533,595	(246,006)
Balance, shares at Sep. 30, 2021		140,423
Balance at Jun. 30, 2021	1,037,198	$ 1,260	1,268,683	(232,745)
Balance, shares at Jun. 30, 2021		126,001
Repurchase of TopCo units	(7)		7
Repurchase of TopCo units, shares		2
Vesting of restricted stock units, net		$ 3	(3)
Vesting of restricted stock units, shares		306
Shares withheld for tax withholding on vesting of restricted stock units	(1,318)	$ (1)	(1,317)
Shares withheld for tax withholding on vesting of restricted stock units, shares		57
Stock-based compensation	6,777		6,777
Issuance of common stock in connection with initial public offering, net of underwriters' discounts and commissions and issuance costs, shares		14,175
Issuance of common stock in connection with initial public offering, net of underwriters' discounts and commissions and issuance costs	259,604	$ 142	259,462
Net loss	(13,261)			(13,261)
Balance at Sep. 30, 2021	1,288,993	$ 1,404	1,533,595	(246,006)
Balance, shares at Sep. 30, 2021		140,423
Balance at Dec. 31, 2021	1,274,385	$ 1,407	1,539,638	(266,660)
Balance, shares at Dec. 31, 2021		140,741
Vesting of restricted stock units, net		$ 15	(15)
Vesting of restricted stock units, shares		1,498
Purchase of ESPP shares	7,327	$ 5	7,322
Purchase of ESPP shares, Shares		418
Shares withheld for tax withholding on vesting of restricted stock units	(3,333)	$ (2)	(3,331)
Shares withheld for tax withholding on vesting of restricted stock units, shares		154
Stock-based compensation	$ 24,948		24,948
Issuance of common stock in connection with initial public offering, net of underwriters' discounts and commissions and issuance costs, shares	480,000
Net loss	$ (28,519)			(28,519)
Balance at Sep. 30, 2022	1,274,808	$ 1,425	1,568,562	(295,179)
Balance, shares at Sep. 30, 2022		142,503
Balance at Jun. 30, 2022	1,274,488	$ 1,419	1,558,193	(285,124)
Balance, shares at Jun. 30, 2022		141,914
Vesting of restricted stock units, net		$ 5	(5)
Vesting of restricted stock units, shares		484
Purchase of ESPP shares	3,251	$ 2	3,249
Purchase of ESPP shares, Shares		178
Shares withheld for tax withholding on vesting of restricted stock units	(1,645)	$ (1)	(1,644)
Shares withheld for tax withholding on vesting of restricted stock units, shares		73
Stock-based compensation	8,769		8,769
Net loss	(10,055)			(10,055)
Balance at Sep. 30, 2022	$ 1,274,808	$ 1,425	$ 1,568,562	$ (295,179)
Balance, shares at Sep. 30, 2022		142,503

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Operating activities:
Net loss	$ (28,519)	$ (68,025)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment	3,145	2,728
Amortization of intangible assets	102,195	100,319
Amortization of deferred financing costs	881	1,958
Impairment on disposal group	0	1,218
Stock-based compensation	24,670	11,532
Deferred income taxes	(10,064)	(20,254)
Other	4,917	1,565
Changes in assets and liabilities:
Accounts receivable, net	(20,357)	(7,700)
Prepaid expenses and other assets	(10,941)	80
Deferred commissions	(1,333)	(5,596)
Right-of-use assets	3,638	7,552
Accounts payable and accrued liabilities	(2,395)	8,634
Deferred revenue	62,621	80,470
Lease liabilities	(5,343)	(4,746)
Other liabilities	(1,641)	(919)
Net cash used in operating activities	121,474	108,816
Investing activities:
Purchases of property and equipment	(4,979)	(2,800)
Proceeds from sale of property and equipment	41	40
Proceeds from sale of Bridge	0	46,018
Business acquisitions, net of cash received	(19,484)	(16,886)
Net cash provided by (used in) investing activities	(24,422)	26,372
Financing activities:
IPO proceeds, net of offering costs paid of $5,719	0	259,604
Proceeds from issuance of common stock from employee equity plans	7,327	0
Shares repurchased for tax withholdings on vesting of restricted stock	(3,333)	(1,318)
Distributions to stockholders	0	(930)
Repayments on long-term debt	(2,500)	(307,882)
Term Loan prepayment premium	0	(3,827)
Net cash provided by (used in) financing activities	1,494	(54,353)
Foreign currency impacts on cash, cash equivalents, and restricted cash	(4,256)	0
Net increase (decrease) in cash, cash equivalents, and restricted cash	94,290	80,835
Cash, cash equivalents, and restricted cash, beginning of period	169,152	150,953
Cash, cash equivalents, and restricted cash, end of period	263,442	231,788
Supplemental cash flow disclosure:
Cash paid for taxes	3,034	556
Interest paid	9,950	42,302
Non-cash investing and financing activities:
Capital expenditures incurred but not yet paid	20	62
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]
Cash and Cash Equivalents, at Carrying Value	259,161	227,487
Restricted Cash	4,281	4,301
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations, Total	$ 263,442	$ 231,788

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Parenthetical) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Statement of Cash Flows [Abstract]
Net of offering costs paid	$ 5,719

Description of Business and Bas

Description of Business and Basis of Presentation	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Basis of Presentation	1. Description of Business and Basis of Presentation Organization On March 24, 2020, Instructure Parent, L.P. (“TopCo”) acquired 100 percent of Instructure, Inc.’s equity. Instructure Intermediate Holdings I, Inc. was a wholly-owned subsidiary of TopCo and was formed on January 14, 2020 by Thoma Bravo Fund XIII, L.P. (“Thoma Bravo”) for the purpose of purchasing (the “Take-Private Transaction”) Instructure, Inc. and had no operations prior to the Take-Private Transaction. On May 26, 2021, Instructure Intermediate Holdings I, Inc. changed its name to Instructure Holdings, Inc. (the “Company,” “Instructure,” “we,” “our,” or “us” ). Instructure is an education technology company dedicated to elevating student access, amplifying the power of teaching, and inspiring everyone to learn together. Instructure's learning platform delivers a next-generation learning management system (“LMS”), robust assessments for learning, actionable analytics, and engaging, dynamic content. Instructure offers its learning platform through a Software-as-a-Service, or SaaS, business model. Instructure, Inc. was incorporated in the state of Delaware in September 2008. We are headquartered in Salt Lake City, Utah, and have wholly-owned subsidiaries in the United Kingdom, Australia, the Netherlands, Hong Kong, Sweden, Brazil, Mexico, Hungary, and Singapore. 2021 Stock Split and Initial Public Offering ( “ IPO ” ) On July 9, 2021, the Company effected a 126,239.815 -for-1 stock split of its issued and outstanding shares of common stock and made comparable and equitable adjustments to its equity awards in accordance with the terms of the awards. The par value of the common stock was not adjusted as a result of the stock split. Accordingly, all share and per share amounts for all periods presented in the accompanying condensed consolidated financial statements and notes thereto have been adjusted retrospectively, where applicable, to reflect this stock split. In connection with the stock split, on July 9, 2021, the Company’s board of directors and stockholders approved the Certificate of Amendment to the Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 2,000 shares to 500,000,000 shares and to increase the number of authorized shares of preferred stock from zero shares to 50,000,000 shares. No preferred stock has been issued or outstanding. On July 26, 2021, the Company completed its IPO of 12,500,000 shares of common stock at an offering price of $ 20.00 per share. The Company received net proceeds of $ 234.0 million after deducting underwriting discounts and commissions. On August 19, 2021, the underwriters partially exercised their over-allotment option and purchased an additional 1,675,000 shares of common stock at the offering price of $ 20.00 per share. The Company received additional net proceeds of $ 31.4 million after deducting underwriting discounts and commissions. Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) applicable to interim periods, under the rules and regulations of the United States Securities and Exchange Commission (“SEC”). In the opinion of management, we have prepared the accompanying unaudited condensed consolidated financial statements on a basis substantially consistent with the audited consolidated financial statements of the Company as of and for the fiscal year ended December 31, 2021, and these condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results of the interim periods presented. All intercompany balances and transactions have been eliminated in consolidation. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for any subsequent quarter or for the entire year ending December 31, 2022. The year-end balance sheet data was derived from audited financial statements, but the interim condensed consolidated balance sheet included in this Form 10-Q does not include all disclosures required under U.S. GAAP. Certain information and note disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been omitted under the rules and regulations of the SEC. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 23, 2022 (the "2021 10-K"). Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Such estimates, which we evaluate on an on-going basis, include provisions for credit losses, useful lives for property and equipment and intangible assets, valuation allowances for net deferred income tax assets, valuation of stock-based compensation and common stock, acquisition-related estimates, our assessment for impairment of goodwill, intangible assets, and other long-lived assets, the standalone selling price of performance obligations and the determination of the period of benefit for deferred commissions. We base our estimates on historical experience and on various other assumptions which we believe to be reasonable. Operating Segments We operate in a single operating segment, cloud-based learning management, assessment and performance systems. Operating segments are defined as components of an enterprise for which separate financial information is regularly evaluate d by the chief operating decision makers (“CODMs”), which are our chief executive officer and chief financial officer, in deciding how to allocate resources and assess performance. Our CODMs evaluate our financial information and resources and assess the performance of these resources on a consolidated basis. Since we operate in one operating segment, all required financial segment information can be found in the condensed consolidated financial statements.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies A summary of the Company’s significant accounting policies are discussed in “Note 1 – Description of Business and Summary of Significant Accounting Policies” of the 2021 10-K. There have been no significant changes to these policies during the unaudited nine months ended September 30, 2022. Recent Accounting Pronouncements Adopted accounting pronouncements Effective January 1, 2021, the Company adopted Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles and also simplification of areas such as franchise taxes, step up in tax basis goodwill, separate entity financial statements and interim recognition of enactment of tax laws or rate changes. Beginning in the second quarter of 2022, a wholly-owned foreign subsidiary has year-to-date pretax book loss in excess of full year forecasted loss due to unrealized losses on foreign currency. Under the Year-to-Date Loss Limitation in Interim-Period Tax Accounting section of ASU 2019-12, the benefit recorded related to this entity is no longer limited to the forecasted full year benefit. The adoption of this guidance did not have a material impact on our condensed consolidated financial statements and related notes. Effective January 1, 2022, the Company adopted ASU No. 2021-05, Leases (Topic 842): Lessors—Certain Leases with Variable Lease Payments to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing transactions. Upon adoption a lessor will be required to classify a lease with variable lease payments (that do not depend on a rate or index) as an operating lease on commencement date if classifying the lease as a sales-type or direct financing lease would result in a selling loss. The adoption of this guidance did not have a material impact on our condensed consolidated financial statements and related notes. Effective January 1, 2022, the Company adopted ASU No. 2021-01, Reference Rate Reform (Topic 848), which refined the scope of Topic 848 and clarified some of its provisions. The amendments permit entities to elect certain optional expedients and exceptions when accounting for derivative contracts and certain hedging relationships affected by the discounting transition. The adoption of this guidance did not have a material impact on our condensed consolidated financial statements and related notes. Effective January 1, 2022, the Company adopted ASU No. 2021-08, Business Combinations (Topic 805), which requires that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Revenue from Contracts with Customers (Topic 606). The adoption of this guidance did not have a material impact on our condensed consolidated financial statements and related notes. Issued accounting pronouncements There have been no recent accounting pronouncements issued which are expected to have a material effect on the Company's condensed consolidated financial statements. Management continues to monitor and review recently issued accounting guidance upon issuance.

Net Loss Per Share

Net Loss Per Share	9 Months Ended
	Sep. 30, 2022
Earnings Per Share [Abstract]
Net Loss Per Share	3. Net Loss Per Share A reconciliation of the denominator used in the calculation of basic and diluted net loss per share is as follows (in thousands, except per share amounts): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Numerator: Net loss $ ( 10,055 ) $ ( 13,261 ) $ ( 28,519 ) $ ( 68,025 ) Denominator: Weighted-average common shares outstanding—basic 142,108 136,647 141,536 129,643 Dilutive effect of share equivalents resulting from unvested restricted stock units and shares for issuance under employee stock purchase plan — — — — Weighted-average common shares outstanding—diluted 142,108 136,647 141,536 129,643 Net loss per common share, basic and diluted $ ( 0.07 ) $ ( 0.10 ) $ ( 0.20 ) $ ( 0.52 ) For the unaudited three and nine months ended September 30, 2022, we incurred net losses and, therefore, the effect of our restricted stock units (“RSUs”) and employee stock purchase plan were not included in the calculation of diluted net loss per share as the effect would be anti-dilutive. We also incurred losses in the unaudited three and nine months ended September 30, 2021 . T he following table contains share totals with a potentially dilutive impact (in thousands): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Restricted stock units 5,204 4,787 5,204 4,787 Shares issuable under employee stock purchase plan 35 76 35 76 Total 5,239 4,863 5,239 4,863

Acquisitions

Acquisitions	9 Months Ended
	Sep. 30, 2022
Business Combinations [Abstract]
Acquisitions	5. Acquisitions 2022 Acquisitions On April 13, 2022, we acquired all outstanding shares of Concentric Sky, Inc. (“Concentric Sky” which was rebranded to “Canvas Credentials” subsequent to acquisition) for the purpose of our continued commitment to building the education industry’s most integrated teaching and learning platform to support lifelong learning. $ 0.5 million of the purchase price was held back for a period of 90 days following the acquisition for working capital adjustments. The acquisition did not have a material effect on our revenue or earnings in the condensed consolidated statements of operations and comprehensive loss for the reporting periods presented. For tax purposes, a 338(h)(10) election was filed to step up the tax basis of assets acquired to fair market value. The following table summarizes the preliminary estimated fair values of the consideration transferred, assets acquired and liabilities assumed as of the date of the Canvas Credentials acquisition (in thousands): Consideration transferred Cash paid $ 20,814 Holdback amount 500 Total purchase consideration $ 21,314 Identifiable assets acquired Cash $ 1,330 Accounts receivable 1,018 Prepaid expenses and other assets 109 Intangible assets: developed technology 3,900 Intangible assets: customer relationships 9,100 Total assets acquired $ 15,457 Liabilities assumed Accounts payable and accrued liabilities $ 1,335 Deferred revenue 2,566 Total liabilities assumed $ 3,901 Goodwill 9,758 Total purchase consideration $ 21,314 2021 Acquisitions On June 28, 2021, we acquired all outstanding shares of Eesysoft Software International B.V. (“Eesysoft” which was rebranded to “Impact by Instructure” or “Impact” subsequent to acquisition) for the purpose of enhancing our ability to help our customers more effectively use our core products. $ 1.5 million of the purchase price is being paid over a period of 18 months following the closing of the transaction. The acquisition did not have a material effect on our revenue or earnings in the condensed consolidated statements of operations and comprehensive loss for the reporting periods presented. On June 28, 2021, the Company recorded an increase to the Impact deferred tax liability of $ 0.7 million in purchase accounting due to a step up in book basis of intangible assets as a result of the stock acquisition. We expect the net deferred tax liability to decrease as book amortization expense is recognized on the acquisition-related intangible assets. The final allocation of the purchase price was as follows (in thousands): Consideration transferred Cash paid $ 17,472 Deferred consideration 1,500 Total purchase consideration $ 18,972 Identifiable assets acquired Cash $ 586 Accounts receivable 624 Deposits 9 Intangible assets: developed technology 3,300 Intangible assets: customer relationships 1,700 Total assets acquired $ 6,219 Liabilities assumed Accounts payable and accrued liabilities $ 49 Deferred revenue 692 Payroll tax liability 91 Deferred tax liability 672 Lease liability 24 Total liabilities assumed $ 1,528 Goodwill 14,281 Total purchase consideration $ 18,972 On November 5, 2021, we acquired all outstanding shares of Kimono LLC (“Kimono” which was rebranded to “Elevate Data Sync” subsequent to acquisition) for the purpose of enhancing our ability to help our customers more effectively synchronize data between our core product applications and student information systems (“SIS”). $ 0.4 million of the purchase price was held back for a period of 90 days following the acquisition for working capital adjustments. The acquisition did not have a material effect on our revenue or earnings in the condensed consolidated statements of operations and comprehensive loss for the reporting periods presented. For tax purposes, a 338(h)(10) election was filed to step up the tax basis of assets acquired to fair market value. The final allocation of the purchase price was as follows (in thousands): Consideration transferred Cash paid $ 11,021 Holdback amount 350 Total purchase consideration $ 11,371 Identifiable assets acquired Cash and cash equivalents $ 1,324 Accounts receivable, net 336 Prepaid expenses 66 Intangible assets: developed technology 2,200 Intangible assets: customer relationships 1,200 Total assets acquired $ 5,126 Liabilities assumed Accounts payable and accrued liabilities $ 174 Deferred revenue 515 Other liabilities 25 Total liabilities assumed $ 714 Goodwill 6,959 Total purchase consideration $ 11,371 For all periods presented, the excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, of whic h $ 16.7 million is expected to be deductible for tax purposes. The goodwill generated from these transactions is attributable to the expected synergies to be achieved upon consummation of the business combinations and the assembled workforce values. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. Developed technology represents the estimated fair value of the acquired existing technology and is being amortized over its estimated remaining useful life of five years . Amortization of developed technology is included in subscription and support cost of revenue expenses in the accompanying condensed consolidated statements of operations and comprehensive loss. Customer relationships represent the estimated fair value of the acquired customer bases and are amortized over the estimated remaining useful life of seven years . Amortization of customer relationships is included in sales and marketing expenses in the accompanying condensed consolidated statements of operations and comprehensive loss. Sale of getBridge LLC (“Bridge”) On February 26, 2021, the Company sold Bridge, its corporate learning platform and wholly-owned subsidiary, for a total purchase price of $ 47.0 million. We received cash proceeds net of transaction costs of $ 46.0 million. The proceeds from this sale were used to pay down the balance of our then outstanding Term Loan (as defined in Note 7—Credit Facility). During the unaudited six months ended June 30, 2021, we recognized a pretax loss on this divestiture of $ 1.2 million, which is included in operating expenses in the accompanying condensed consolidated statements of operations and comprehensive loss .

Property and Equipment

Property and Equipment	9 Months Ended
	Sep. 30, 2022
Property, Plant and Equipment [Abstract]
Property and Equipment	4. Property and Equipment Property and equipment consisted of the following (in thousands): September 30, December 31, 2022 2021 (unaudited) Computer and office equipment $ 5,353 $ 2,668 Capitalized software development costs 7,778 4,591 Furniture and fixtures 1,619 1,325 Leasehold improvements and other 6,917 4,330 Total property and equipment 21,667 12,914 Less accumulated depreciation and amortization ( 8,752 ) ( 2,122 ) Total $ 12,915 $ 10,792 Accumulated amortization for capitalized software development costs was $ 1.8 million and $ 0.8 million at September 30, 2022 (unaudited) and December 31, 2021, respectively. Amortization expense for capitalized software development costs for the unaudited three and nine months ended September 30, 2022 was $ 0.4 million and $ 1.0 million, respectively, and $ 0.2 million and $ 0.5 million for the unaudited three and nine months ended September 30, 2021 , respectively, and is recorded within subscription and support cost of revenue on the condensed consolidated statements of operations and comprehensive loss.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	9 Months Ended
	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	6. Goodwill and Intangible Assets Goodwill activity was as follows (in thousands): Total Balance as of December 31, 2021 $ 1,194,221 Additions (Note 5—Acquisitions) 9,758 Balance as of September 30, 2022 (unaudited) $ 1,203,979 Intangible assets consisted of the following (in thousands): Weighted-Average emaining September 30, 2022 December 31, 2021 Gross Accumulated Amortization Net Gross Accumulated Amortization Net (unaudited) Software 5 Months $ 21 $ ( 18 ) $ 3 $ 21 $ ( 13 ) $ 8 Trade names 88 Months 125,800 ( 32,644 ) 93,156 125,800 ( 22,809 ) 102,991 Developed technology 31 Months 317,700 ( 151,650 ) 166,050 313,800 ( 104,215 ) 209,585 Customer relationships 55 Months 422,700 ( 141,358 ) 281,342 413,600 ( 96,438 ) 317,162 Total $ 866,221 $ ( 325,670 ) $ 540,551 $ 853,221 $ ( 223,475 ) $ 629,746 Amortization expense for intangible assets was $ 34.3 million and $ 102.2 million for the unaudited three and nine months ended September 30, 2022, respectively, and $ 33.6 million and $ 100.3 million for the unaudited three and nine months ended September 30, 2021, respectively. Based on the recorded intangible assets at September 30, 2022 (unaudited), estimated amortization expense is expected to be as follows (in thousands): Amortization Expense Years Ending December 31, (unaudited) Remainder of 2022 $ 34,262 2023 137,041 2024 136,806 2025 94,093 2026 74,005 2027 and thereafter 64,344 Total $ 540,551

Revenue

Revenue	9 Months Ended
	Sep. 30, 2022
Geographic Areas, Revenues from External Customers [Abstract]
Geographic Data and Revenue	8. Revenue The Company has one operating segment, which is our cloud-based learning, assessment, development and engagement systems. Historically, Instructure had primarily generated revenues from two customer bases, Education and Corporate. Education customers consist of K-12 and Higher Education institutions that purchase our Canvas LMS, which includes assessments, analytics and learning content. On February 26, 2021, the Company sold Bridge and no longer receives revenues from Corporate customers. Corporate customers purchased Bridge-related product, the Company’s corporate learning platform, which included a learning management system and performance platform that helped employees and managers transform their organization through connection, alignment, and growth. The following tables present the Company’s disaggregated revenues based on its two customer bases and by geographic region, based on the physical location of the customer (in thousands): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Education $ 122,429 $ 107,221 $ 350,468 $ 291,106 Corporate — — — 3,662 Total revenue $ 122,429 $ 107,221 $ 350,468 $ 294,768 Percentage of revenue generated by Education 100 % 100 % 100 % 99 % Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) United States $ 97,567 $ 86,757 $ 278,631 $ 237,455 Foreign 24,862 20,464 71,837 57,313 Total revenue $ 122,429 $ 107,221 $ 350,468 $ 294,768 Percentage of revenue generated outside of the United States 20 % 19 % 20 % 19 % Deferred Revenue and Performance Obligations During the unaudited three and nine months ended September 30, 2022, 76 % and 64 % of revenue recognized was included in our deferred revenue balance at June 30, 2022 (unaudited), and December 31, 2021, respectively. During the unaudited three and nine months ended September 30, 2021, 77 % and 62 % , respectively, of revenue recognized was included in our deferred revenue balance at June 30, 2021 (unaudited), and December 31, 2020, respectively. Transaction Price Allocated to the Remaining Performance Obligations As of September 30, 2022 (unaudited), approximately $ 792.6 million of revenue is expected to be recognized from remaining performance obligations. We expect to recognize revenue on approximately 75 % of our remaining performance obligations over the next 24 months , with the balance recognized thereafter. Concentration of Credit Risk, Significant Customers and Provision for Credit Losses There were no customers with revenue as a percentage of total revenue exceeding 10 % for the periods presented. As of September 30, 2022 (unaudited) there were no customers with outstanding net accounts receivable balances as a percentage of total outstanding net accounts receivable greater than 10%. As of December 31, 2021, our largest customer ’ s outstanding net accounts receivable balance as a percentage of total outstanding net accounts receivable represented 10.5 % . There were no other customers with outstanding net accounts receivable balances as a percentage of total outstanding net accounts receivable greater than 10 % as of December 31, 2021. Our provisions for credit loss balances at September 30, 2022 (unaudited) and December 31, 2021 were $ 1.4 million and $ 0.8 million, respectively.

Deferred Commissions

Deferred Commissions	9 Months Ended
	Sep. 30, 2022
Deferred Costs [Abstract]
Deferred Commissions Disclosure	9. Deferred Commissions Deferred commissions primarily consist of sales commissions that are capitalized as incremental contract origination costs and were $ 32.9 million and $ 31.5 million as of September 30, 2022 (unaudited) and December 31, 2021, respectively. Amortization expense for deferred commissions was $ 4.4 million and $ 11.6 million for the unaudited three and nine months ended September 30, 2022, respectively, and $ 3.0 million and $ 7.7 million for the unaudited three and nine months ended September 30, 2021 , respectively. There was no impairment of deferred commissions during these periods.

Credit Facility

Credit Facility	9 Months Ended
	Sep. 30, 2022
Line of Credit Facility [Abstract]
Credit Facility	7. Credit Facility On March 24, 2020, we entered into a credit agreement with a syndicate of lenders and Golub Capital Markets LLC, as administrative agent and collateral agent, and Golub Capital Markets LLC and Owl Rock Capital Advisors LLC, as joint bookrunners and joint lead arrangers (the “Credit Agreement”). The Credit Agreement provided for a senior secured term loan facility (the “Initial Term Loan”) in an original aggregate principal amount of $ 775.0 million, which was supplemented by an incremental term loan pursuant to the First Incremental Amendment and Waiver to Credit Agreement, dated as of December 22, 2020, in a principal amount of $ 70.0 million (the “Incremental Term Loan” and, together with the Initial Term Loan, the “Term Loan”). The maturity date for the Term Loan was March 24, 2026 , with the remaining principal due in full on the maturity date. The Credit Agreement also provided for a senior secured revolving credit facility in an aggregate principal amount of $ 50.0 million (the “Revolving Credit Facility” and, together with the Term Loan, the “Credit Facilities”). The Revolving Credit Facility included a $ 10.0 million sublimit for the issuance of letters of credit. The Credit Agreement required us to repay the principal of the Term Loan in equal quarterly repayments equal to 0.25 % of the aggregate original principal amount of the Term Loan, reduced as a result of the application of prepayments. Further, until the last day of the quarter ending June 30, 2021, the Credit Facilities bore interest at a rate equal to (i) 6.00 % plus the highest of (x) the prime rate (as determined by reference to the Wall Street Journal), (y) the Federal funds open rate plus 0.50 % per annum, and (z) a daily Eurodollar rate based on an interest period of one month plus 1.00 % per annum or (ii) the Eurodollar rate plus 7.00 % per annum, subject to a 1.00 % Eurodollar floor. Thereafter, on the last day of each of the five full fiscal quarters, we had the option (a “Pricing Grid Election”) to (i) retain the aforementioned applicable margins or (ii) switch to the applicable margins set forth on a pricing grid which, subject to certain pro forma total net leverage ratio limits, provided for applicable margins ranging from 5.50 % to 7.00 %, in the case of Eurodollar loans, and 4.50 % to 6.00 % in the case of ABR Loans (as defined in the Credit Agreement). The applicable margins set forth on the pricing grid would become mandatory beginning on the last day of the tenth full fiscal quarter ending after March 24, 2020. Interest payments were due quarterly, or more frequently, based on the terms of the Credit Agreement. On May 27, 2021, the Company exercised its option to make a Pricing Grid Election. As a result, the Company’s applicable margin for Eurodollar loans under the Credit Facilities from May 27, 2021 onward was 5.5 %. In connection with the Company's IPO, the Company made a principal prepayment in August 2021 of $ 224.3 million on its outstanding Term Loan. In connection with the underwriters' partial exercise of their over-allotment option in August 2021, the Company made an additional principal prepayment in August 2021 of $ 30.8 million on its outstanding Term Loan. The Company also incurred a 1.5 % prepayment premium in conjunction with each principal prepayment. The Company incurred fees with respect to the Revolving Credit Facility, including a commitment fee of 0.50 % per annum of unused commitments under the Revolving Credit Facility. On October 29, 2021, we entered into a credit agreement (the “2021 Credit Agreement”) with JPMorgan Chase Bank, N.A. (“JPMorgan”), as administrative agent, governing our senior secured credit facilities (the “Senior Secured Credit Facilities”), consisting of a $ 500.0 million senior secured term loan facility (the “Senior Term Loan”) and a $ 125.0 million senior secured revolving credit facility (the “Senior Revolver”). The proceeds from the Senior Secured Credit Facilities were used, in addition to cash on hand, (1) to refinance, in full, all existing indebtedness under the Credit Agreement (the “Refinancing”), (2) to pay certain fees and expenses incurred in connection with the entry into the 2021 Credit Agreement and the Refinancing, and (3) to finance working capital needs of the Company and its subsidiaries for general corporate purposes. All of the Company's obligations under the Senior Secured Credit Facilities are guaranteed by the subsidiary guarantors named therein (the “Subsidiary Guarantors”). The Senior Revolver includes a $ 10.0 million sublimit for the issuance of letters of credit. Any issuance of letters of credit will reduce the amount available under the Senior Revolver. As of September 30, 2022 (unaudited), we had no outstanding borrowings under our Senior Revolver. The Senior Term Loan has a seven-year maturity and the Senior Revolver has a five-year maturity. We are required to repay the Senior Term Loan portion of the Senior Secured Credit Facilities in quarterly principal installments of 0.25 % of the aggregate original principal amount of the Senior Term Loan at closing, with the balance payable at maturity. Borrowings under the Senior Secured Credit Facilities bear interest, at the Company's option, at: (i) Base Rate equal to the greater of (a) the Federal Funds Rate plus 1/2 of 1.00%, (b) the rate of interest in effect for such day as publicly announced from time to time by the administrative agent as its “prime rate,” (c) a Eurocurrency Rate for such date plus 1.00 % and (d) 1.00 %; or (ii) the Eurocurrency Rate (provided that the Eurocurrency Rate applicable to the Senior Term Loan shall not be less than 0.50 % per annum). The Applicable Rate for the Senior Term Loan with respect to Eurocurrency Rate Loans is 2.75 % per annum and 1.75 % per annum for Base Rate Loans. The Applicable Rate for the Senior Revolver with respect to Eurocurrency Rate Loans, SONIA Loans, and Alternative Currency Term Rate Loans ranges from 2.00 % to 2.5 % subject to the Company's Consolidated First Lien Net Leverage Ratio, while the Applicable Rate for Base Rate Loans ranges from 1.00 % to 1.50 % subject to the Company's Consolidated First Lien Net Leverage Ratio. We are also required to pay an unused commitment fee to the lenders under the Senior Revolver at the Applicable Commitment Fee of the average daily unutilized commitments. The Applicable Commitment Fee ranges from 0.40 % to 0.50 % subject to the Company's Consolidated First Lien Never Leverage Ratio. The 2021 Credit Agreement contains a financial covenant solely with respect to the Senior Revolver. If the outstanding amounts under the Senior Revolver exceed 35 % of the aggregate amount of the Senior Revolver commitments, we are required to maintain at the end of each fiscal quarter, commencing with the quarter ending June 30, 2022, a Consolidated Net Leverage Ratio of not more than 7.75 to 1.00 . As of September 30, 2022 (unaudited), there was no amount outstanding under the Senior Revolver. The Company had $ 125.0 million of availability under the Senior Revolver as of September 30, 2022 (unaudited). Debt discount costs of $ 13.6 million were incurred in connection with the Term Loan. An additional $ 3.8 million of debt discount costs were incurred after the IPO in August 2021 in connection with the prepayment premium associated with the Term Loan as the prepayments were treated as modifications for accounting purposes. These debt discount costs were being amortized into interest expense, as set forth in the condensed consolidated statements of operations and comprehensive loss, over the contractual term of the Term Loan. As a result of the Refinancing in the fourth quarter of 2021 , the Company wrote off the remaining $ 13.8 million of debt discount costs related to the Credit Facilities to loss on debt extinguishment in the condensed consolidated statements of operations and comprehensive loss. Additionally, as a result of the Refinancing, the Company capitalized $ 1.0 million and $ 5.9 million of debt discount costs incurred in connection with the Senior Term Loan in long-term debt, current and long-term debt, net of current portion, respectively, on the condensed consolidated balance sheets. The Company recognized $ 0.2 million and $ 0.7 million of amortization of debt discount costs for the unaudited three and nine months ended September 30, 2022, respectively, and $ 0.7 million and $ 1.9 million for the unaudited three and nine months ended September 30, 2021, respectively, which is recorded as interest expense in the accompanying condensed consolidated statements of operations and comprehensive loss. At September 30, 2022 (unaudited) and December 31, 2021 the Company had an aggregate principal amount outstanding of $ 497.5 million and $ 500.0 million, respectively, under the Senior Term Loan, bearing interest at 6.12 % and 3.25 % , respectively. The Company had $ 6.0 million and $ 6.7 million of unamortized debt discount costs at September 30, 2022 (unaudited) and December 31, 2021, respectively, which is recorded as a reduction of the debt balance on the Company’s condensed consolidated balance sheets. Debt issuance costs of $ 0.7 million were incurred in connection with the Revolving Credit Facility. These debt issuance costs were being amortized into interest expense, as set forth in the condensed consolidated statements of operations and comprehensive loss, over the contractual term of the Revolving Credit Facility. As a result of the Refinancing, the Company wrote off the remaining $ 0.5 million of debt issuance costs related to the Credit Facilities to loss on debt extinguishment in the condensed consolidated statements of operations and comprehensive loss. Additionally, as a result of the Refinancing, the Company capitalized $ 0.2 million and $ 0.8 million of deferred issuance costs incurred in connection with the Senior Revolver in other current assets and other assets, respectively, on the condensed consolidated balance sheets. The Company recognized $ 47.0 thousand and $ 0.1 million of amortization of debt issuance costs for the unaudited three and nine months ended September 30, 2022, respectively, and $ 29.0 thousand and $ 0.1 million for the unaudited three and nine months ended September 30, 2021, respectively, which is recorded as interest expense in the accompanying condensed consolidated statements of operations and comprehensive loss. The Company had $ 0.8 million and $ 0.9 million of unamortized debt issuance costs at September 30, 2022 (unaudited) and December 31, 2021, respectively, which were included in other current assets and other assets on the Company’s condensed consolidated balance sheets. The Senior Secured Credit Facilities contain customary negative covenants. At September 30, 2022 (unaudited), the Company was in compliance with all applicable covenants pertaining to the Senior Secured Credit Facilities. The Company also maintained compliance with all applicable covenants pertaining to the Credit Facilities prior to the Refinancing. The maturities of outstanding debt, as of September 30, 2022 (unaudited), are as follows (in thousands): Amount Years Ending December 31, (unaudited) Remainder of 2022 $ 1,250 2023 5,000 2024 5,000 2025 5,000 2026 5,000 Thereafter 476,250 Total $ 497,500

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2022
Stockholders' Equity Note [Abstract]
Stockholders' Equity	10. Stockholders’ Equity The TopCo Amended and Restated Partnership Agreement (“Partnership Agreement”) set forth the terms, rights, powers, qualifications, limitations and restrictions of the partnership. In accordance with the Partnership Agreement, there was an unlimited number of authorized Class A Units and Class B Units (collectively, the “Units”) and issuance of such Units was determined by the board of managers. In connection with the Take-Private Transaction, TopCo issued 1,250,000 Class A Units and 90,000,000 Class B Units, with no par values, for the cash paid by Thoma Bravo and its affiliated funds. Units shared in distributions according to a “waterfall” which provided for distributions to be made in the following order and priority: (1) first, to the holders of Class A Units until they received a 9 % annual return on their remaining unreturned capital contributions, compounded quarterly; (2) second, to the holders of Class A Units until they received an amount equal to their respective capital contributions on a pro rata basis; and (3) third, to the holders of the remaining Class B Units based on their percentage of ownership, taking into account any applicable vesting terms and participation threshold on the Class B Units. A participation threshold in respect of a Class B Unit was determined at the time of issuance or grant and was equal to or greater than the amount payable in respect of a Class B Unit having a participation threshold of zero pursuant to the waterfall in a hypothetical liquidation of TopCo at the value of TopCo as of immediately prior to such issuance or grant. No conversion or redemption rights are associated with Class A or Class B Units. In connection with the IPO, TopCo effected a series of transactions that resulted in TopCo’s equityholders holding shares of our common stock directly, and then TopCo being liquidated and dissolved. In connection with the Take-Private Transaction, the Company's board of directors authorized 2,000 shares of common stock with a par value of $ 0.01 . Common stock issued and outstanding prior to the stock split as of July 9, 2021 (unaudited) and December 31, 2020 were 998.10 and 999.84 , respectively. No other shares were issued. Subsequently, on July 9, 2021, the Company effected a 126,239.815 -for-1 stock split of its issued and outstanding shares of common stock and made comparable and equitable adjustments to its equity awards in accordance with the terms of the awards. The par value of the common stock was not adjusted as a result of the stock split. Accordingly, all share and per share amounts for all periods presented in the accompanying condensed consolidated financial statements and notes thereto have been adjusted retrospectively, where applicable, to reflect this stock split. As of September 30, 2022 (unaudited) and December 31, 2021 , there were 500,000,000 shares of common stock authorized. As of September 30, 2022 (unaudited) and December 31, 2021, there were 142,502,988 and 140,740,569 shares of common stock issued and outstanding, respectively.

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	11. Stock-Based Compensation Employee Equity Plans In April 2020, as part of the Take-Private Transaction, the board of managers approved the Instructure Parent, LP Incentive Equity Plan (the “2020 Plan”) and the Instructure Co-Invest Agreement (the “Co-Invest Agreement”) to incentivize employees and to align the employees and management with the owners of the business. The 2020 Plan provided for the grant of incentive stock options, profits interest, equity appreciation rights and other forms of awards to employees and non-employees granted or denominated in TopCo units. Under the 2020 Plan, 10,000,000 Class B Units (“Incentive Units”) were reserved for issuance (“Incentive Carry”) and did not have a contractual life. Incentive Carry grants were subject to a service and a performance vesting condition based on the achievement of an EBITDA target as established by the Company’s board of managers, over a performance period of four years. Additionally, TopCo granted 480,000 Incentive Units to certain members of the board of managers that were only subject to service-based vesting conditions over four years (“Board Carry”). These Incentive Units were not included in the Incentive Carry pool previously discussed and there was no contractual life. The Co-Invest Agreement offered employees the one-time opportunity to co-invest in TopCo by purchasing Units directly from the Company for cash. Under the Co-Invest agreement, the purchase price for one Class A unit and 72 Class B units was $ 1,000 , which was the same investment allocation between the two unit classes as the investment made by existing investors at the time of the Take-Private Transaction. The 2020 Plan was terminated in July 2021 in connection with the IPO. No further equity awards were granted under the 2020 Plan subsequent to the IPO. As of the IPO date, 2,271,698 vested Incentive Units converted to 1,305,738 shares of the Company's common stock and were released to the Unit holders, and 6,126,802 unvested Incentive Units were exchanged for 3,496,739 RSUs under the 2021 Plan. The RSUs generally vest in 11 equal quarterly installments commencing on September 1, 2021. In July 2021, our board of directors adopted the 2021 Omnibus Incentive Plan (the “2021 Plan”), which serves as the successor to 2020 Plan. Accordingly, no shares remain available for issuance under the 2020 Plan. A total of 18,000,000 shares of the Company's common stock were initially reserved for issuance under the 2021 Plan. Pursuant to the terms of the 2021 Plan, the share reserve increased by 5,629,623 shares in January 2022. As of September 30, 2022, we had 16,291,356 shares of common stock available for future grants under the 2021 Plan. In July 2021, our board of directors adopted, and our stockholders approved the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which allows eligible employees to purchase shares of our common stock at a discount through payroll deductions of up to 15 % of their eligible compensation, subject to any plan limitations. The initial offering period ended on February 28, 2022. Each new offering period begins on or about March 1 and September 1 and is approximately six months in duration. On each purchase date, eligible employees will purchase our common stock at a price per share equal to 85 % of the lesser of (1) the fair market value of our common stock on the offering date or (2) the fair market value of our common stock on the purchase date. A total of 1,900,000 shares of the Company’s common stock were initially reserved for issuance under the 2021 ESPP. Pursuant to the terms of the 2021 ESPP, the share reserve increased by 1,407,406 shares in January 2022. As of September 30, 2022 (unaudited), 2,889,878 shares of common stock were available for purchase under the 2021 ESPP. During the unaudited three months ended September 30, 2022, we granted 87,883 RSUs to employees under the 2021 Plan. Each RSU entitles the recipient to receive one share of the Company's common stock upon vesting. The RSUs are subject to time-based service requirements and generally vest over a four-year service period. The grant date fair value of the RSUs granted during the unaudited three months ended September 30, 2022 was $ 23.50 , which represents the closing stock price for the underlying common stock on the grant date, with an aggregate fair value of $ 2.1 million. The following two tables present stock-based compensation by award type and where the stock-based compensation expense was recorded in our condensed consolidated statements of operations and comprehensive loss (in thousands): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Options $ — $ 28 $ 21 $ 104 Restricted stock units 9,538 7,784 27,249 12,151 Shares issuable under employee stock purchase plan 522 565 1,653 565 Class A and Class B Units — 2 — 4,902 Total stock-based compensation $ 10,060 $ 8,379 $ 28,923 $ 17,722 Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Subscription and support cost of revenue $ 358 $ 257 $ 965 $ 652 Professional services and other cost of revenue 451 323 1,292 610 Sales and marketing 2,813 2,139 8,162 4,814 Research and development 3,035 2,292 8,261 4,896 General and administrative 3,403 3,368 10,243 6,750 Total stock-based compensation $ 10,060 $ 8,379 $ 28,923 $ 17,722 In connection with the Take-Private Transaction on March 31, 2020, and except for certain executives, outstanding stock options and restricted stock units, and together with the stock options, “equity awards”, whether vested or unvested, were cancelled and replaced with the right to receive $ 49.00 per share in cash, less the applicable exercise price per share and applicable withholding taxes (the “per share price”), with respect of each share of common stock underlying such award (“Cash Replacement Awards”). The per share price attributed to the unvested equity awards vest and are payable at the same time such equity awards would have vested pursuant to their original terms prior to the replacement. During the unaudited three and nine months ended September 30, 2022 the Company recognized $ 1.4 million and $ 4.3 million of stock-based compensation expense associated with Cash Replacement Awards, respectively, and $ 1.7 million and $ 6.1 million for the unaudited three and nine months ended September 30, 2021, respectively. Restricted Stock Units The following table summarizes the activity of RSUs for the unaudited nine months ended September 30, 2022 (in thousands, except per unit amounts): RSUs Weighted Average Grant Date Fair Value Per Unit Unvested and outstanding at December 31, 2021 1,987 $ 21.00 Granted 2,597 21.58 Vested ( 655 ) 20.75 Forfeited or cancelled ( 429 ) 21.34 Unvested and outstanding at September 30, 2022 3,500 $ 21.44 As of September 30, 2022 (unaudited) and December 31, 2021, total unrecognized compensation cost related to unvested RSUs amounted to $ 69.8 million and $ 37.2 million, respectively, which is expected to be recognized over a weighted average period of 3.2 years and 3.5 years, respectively. The following table summarizes the activity of the Incentive Carry and Board Carry, subsequent to their conversion into RSUs under the 2021 Plan, for the unaudite d nine months ended September 30, 2022 (in thousands, except per unit amounts): RSUs Weighted Average Grant Date Fair Value Per Unit Unvested and outstanding at December 31, 2021 2,736 $ 10.75 Vested ( 844 ) 10.78 Forfeited or cancelled ( 188 ) 11.25 Unvested and outstanding at September 30, 2022 1,704 $ 10.73 There were no Incentive Units granted subsequent to December 31, 2021. As of September 30, 2022 (unaudited) and December 31, 2021, we had $ 17.3 million and $ 28.3 million, respectively, of unrecognized stock-based compensation expense related to unvested Incentive Units exchanged for RSUs that are expected to be recognized over a weighted-average period of 1.5 and 2.3 years, respectively. 2021 ESPP The following table summarizes the assumptions relating to 2021 ESPP purchase rights used in a Black-Scholes option pricing model for the three months ended September 30, 2022 and 2021 (unaudited): Three months ended 2022 2021 Dividend yield None None Volatility 32 - 41 % 47 % Risk-free interest rate 0.6 - 3.34 % 0.06 % Expected life (years) 0.5 0.6

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	12. Income Taxes Utilization of the net operating loss carryforwards and credits may be subject to substantial annual limitation due to the ownership change limitations provided by Section 382 of the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization. We file tax returns in the United States, the United Kingdom, Australia, the Netherlands, Hong Kong, Sweden, Brazil, Mexico, Hungary, China, Singapore and various state jurisdictions. All of our tax years remain open to examination by major taxing jurisdictions to which we are subject, as carryforward attributes generated in past years may still be adjusted upon examination by the Internal Revenue Service or state and foreign tax authorities if they have or will be used in future periods. We believe that we have provided adequate reserves for our income tax uncertainties in all open tax years. We do not expect our gross unrecognized tax benefits to change significantly in the next 12 months.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	9 Months Ended
	Sep. 30, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Fair Value of Financial Instruments	13. Fair Value of Financial Instruments The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value measurements do not include transaction costs. The fair value hierarchy prioritizes the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. There were no transfers between Level 1 and Level 2 of the fair value measurement hierarchy during the period ended September 30, 2022 (unaudited) and December 31, 2021 . Assets measured at fair value on a recurring basis as of September 30, 2022 (unaudited) were as follows (in thousands): September 30, 2022 Level 1 Level 2 Level 3 Total Assets: Money market funds $ 3,359 $ — $ — $ 3,359 Total assets $ 3,359 $ — $ — $ 3,359 Assets measured at fair value on a recurring basis as of December 31, 2021 were as follows (in thousands): December 31, 2021 Level 1 Level 2 Level 3 Total Assets: Money market funds $ 3,343 $ — $ — $ 3,343 Total assets $ 3,343 $ — $ — $ 3,343 Instruments Not Recorded at Fair Value on a Recurring Basis. We estimate the fair value of our Senior Term Loan carried at face value, less unamortized discount costs, quarterly for disclosure purposes. The estimated fair value of our Senior Term Loan is determined by Level 2 inputs, observable market based inputs or unobservable inputs that are corroborated by market data. As of September 30, 2022 (unaudited), the fair value of our Senior Term Loan was $ 491.5 million. The carrying amounts of our cash, prepaid expenses, other current assets, and accrued liabilities approximate their current fair value because of their nature and relatively short maturity dates or durations.

Leases

Leases	9 Months Ended
	Sep. 30, 2022
Leases [Abstract]
Leases	14. Leases The Company leases office space under non-cancelable operating leases with lease terms ranging from one to seven years . These leases require monthly lease payments that may be subject to annual increases throughout the lease term. Certain of these leases also include early termination options. The Company has elected to exercise its early termination rights. All related operating leases have been impaired to reflect this early termination option. The Company subleases four of its locations. As of September 30, 2022, the first, second, third, and fourth sublease term h ad 9 months , 75 months , 40 months , and 19 months remaining, resp ectively. None of the above subleases have an option for renewal. Operating lease right-of-use assets and operating lease liabilities are recognized at the lease commencement date based on the present value of the lease payments over the lease term. Right-of-use assets also include adjustments related to prepaid or deferred lease payments and lease incentives. As most of our leases do not provide an implicit interest rate, we use our incremental borrowing rate based on information available at the lease commencement date to determine the present value of lease payments. The Company performed evaluations of its contracts and determined that each of its identified leases are operating leases. The components of operating lease expense were as follows (in thousands): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Operating lease cost, gross $ 1,568 $ 1,731 $ 4,952 $ 5,621 Variable lease cost, gross (1) 522 435 1,649 1,371 Sublease income ( 352 ) ( 300 ) ( 893 ) ( 777 ) Total lease costs (2) $ 1,738 $ 1,866 $ 5,708 $ 6,215 (1) Variable rent expense was not included within the measurement of the Company's operating right-of-use assets and lease liabilities. Variable rent expense is comprised primarily of the Company's proportionate share of operating expenses, property taxes and insurance and is classified as lease expense due to the Company's election to not separate lease and non-lease components. (2) Short-term lease costs for the unaudited three and nine months ended September 30, 2022 and 2021 were not significant and are not included in the table above. Cash paid for amounts included in the measurement of operating lease liabilities for the unaudited three and nine months ended September 30, 2022 were $ 2.0 million and $ 6.2 million, respectively, and $ 2.2 million and $ 6.5 million for the unaudited three and nine months ended September 30, 2021, respectively, and were included in net cash used in operating activities in the condensed consolidated statements of cash flows. As of September 30, 2022 (unaudited), the maturities of the Company’s operating lease liabilities were as follows (in thousands): Remainder of 2022 $ 2,188 2023 8,570 2024 8,342 2025 4,277 2026 2,703 2027 and thereafter 3,082 Total lease payments 29,162 Less: Imputed interest ( 4,161 ) Lease liabilities 25,001 Tenant improvement reimbursements included in the measurement of lease liabilities but not yet received ( 414 ) Lease liabilities, net $ 24,587 As of September 30, 2022 (unaudited) and December 31, 2021, the weighted average remaining lease term was 3.8 and 4.4 years, respectively, and the weighted average discount rate used to determine operating lease liabilities was 8.19 % as of each of September 30, 2022 (unaudited) and December 31, 2021 .

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	15. Commitments and Contingencies Non-cancelable purchase obligations As of September 30, 2022 (unaudited), our outstanding non-cancelable purchase obligations with a term of 12 months or longer related to cloud infrastructure services in the ordinary course of business tot aled $ 45.0 million for fiscal year 2023 and $ 48.0 million for fiscal years 2024 and 2025, respectively. Letters of Credit As of September 30, 2022 (unaudited) and December 31, 2021, we had a total of $ 4.3 million and $ 4.2 million, respectively, of letters of credit outstanding that were issued for purposes of securing certain of the Company’s obligations under facility leases and other contractual arrangements. Litigation We are involved in various legal proceedings and claims, including challenges to trademarks, from time to time arising in the normal course of business. If we determine that it is probable that a loss has been incurred and the amount is reasonably estimable, we will record a liability in our condensed consolidated financial statements. If only a range of estimated losses can be determined, we accrue an amount within the range that, in our judgment, reflects the most likely outcome; if none of the estimates within that range is a better estimate than any other amount, we accrue the low end of the range. Although the results of litigation and claims are inherently unpredictable and uncertain, management does not believe that the outcome of our various legal proceedings, with the potential exception of the matter described below (which we believe is without merit and which we are defending vigorously against), if determined adversely to us, singly or in the aggregate, would have a material impact on our financial position, results of operations, or liquidity. In February 2021, Oklahoma Law Enforcement Retirement System and Q. Wade Billings filed a class action lawsuit against Instructure Holdings, LLC, certain Thoma Bravo entities and certain directors and officers of Predecessor, relating to the Take-Private Transaction. The complaint alleges that such directors and officers breached their fiduciary duties in connection with the Take-Private Transaction, and that Instructure Holdings, LLC and Thoma Bravo aided and abetted such breaches. Plaintiffs seek damages of an unidentified amount, interest, and attorneys’ and experts’ fees and expenses. On September 8, 2022, the Court heard oral argument on the defendants’ motion to dismiss and the plaintiff’s motion to convert the motion to dismiss to one for summary judgment. We do not believe these claims have merit and are defending vigorously against them.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2022
Related Party Transactions [Abstract]
Related - Party Transactions	16. Related-Party Transactions The Company has agreements in place with Thoma Bravo, LLC for financial and management advisory services, along with compensation arrangements and reimbursements to directors and officers. During the unaudited three and nine months ended September 30, 2022 the Company incurred $ 0.2 million and $ 0.5 million of costs related to these services, respectively, and $ 0.1 million and $ 0.4 million for the unaudited three and nine months ended September 30, 2021, respectively. The related expense is reflected in general and administrative expense in the condensed consolidated statements of operations and comprehensive loss. The spouse of Mitch Benson, our Chief Strategy Officer, is an employee of the Company. Mr. Benson has served as an Officer of the Company since August 2019. His spouse, Ms. Tara Gunther, has been an employee of the Company since 2014. Her 2021 base salary and short-term incentive award was approximately $ 0.2 million in the aggregate. She also received benefits generally available to all employees. The compensation for Ms. Gunther was determined in accordance with our standard employment and compensation practices applicable to employees with similar responsibilities and positions. For the nine months ended September 30, 2022 (unaudited), Ms. Gunther's base salary was $ 0.2 millio n. In connection with our entry into the Credit Facilities on March 24, 2020, affiliates of Thoma Bravo collectively acquired $ 129.2 million of our Term Loan and as of September 30, 2021 (unaudited), affiliates of Thoma Bravo collectively owned $ 88.6 million of our Term Loan. In connection with our principal prepayments made in August 2021, $ 42.5 million of the prepayments were applied to the Term Loan held by affiliates of Thoma Bravo. Additionally, in connection with our October 29, 2021 Refinancing, $ 88.6 million of our Term Loan held by affiliates of Thoma Bravo was paid off. Refer to Note 7—Credit Facility for additional information regarding the principal prepayments and Refinancing. Interest paid to affiliates of Thoma Bravo during the nine months ended September 30, 2021 (unaudited) was $ 7.0 million.

Description of Business and B_2

Description of Business and Basis of Presentation (Policies)	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization On March 24, 2020, Instructure Parent, L.P. (“TopCo”) acquired 100 percent of Instructure, Inc.’s equity. Instructure Intermediate Holdings I, Inc. was a wholly-owned subsidiary of TopCo and was formed on January 14, 2020 by Thoma Bravo Fund XIII, L.P. (“Thoma Bravo”) for the purpose of purchasing (the “Take-Private Transaction”) Instructure, Inc. and had no operations prior to the Take-Private Transaction. On May 26, 2021, Instructure Intermediate Holdings I, Inc. changed its name to Instructure Holdings, Inc. (the “Company,” “Instructure,” “we,” “our,” or “us” ). Instructure is an education technology company dedicated to elevating student access, amplifying the power of teaching, and inspiring everyone to learn together. Instructure's learning platform delivers a next-generation learning management system (“LMS”), robust assessments for learning, actionable analytics, and engaging, dynamic content. Instructure offers its learning platform through a Software-as-a-Service, or SaaS, business model. Instructure, Inc. was incorporated in the state of Delaware in September 2008. We are headquartered in Salt Lake City, Utah, and have wholly-owned subsidiaries in the United Kingdom, Australia, the Netherlands, Hong Kong, Sweden, Brazil, Mexico, Hungary, and Singapore.
Basis of Presentation	Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) applicable to interim periods, under the rules and regulations of the United States Securities and Exchange Commission (“SEC”). In the opinion of management, we have prepared the accompanying unaudited condensed consolidated financial statements on a basis substantially consistent with the audited consolidated financial statements of the Company as of and for the fiscal year ended December 31, 2021, and these condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results of the interim periods presented. All intercompany balances and transactions have been eliminated in consolidation. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for any subsequent quarter or for the entire year ending December 31, 2022. The year-end balance sheet data was derived from audited financial statements, but the interim condensed consolidated balance sheet included in this Form 10-Q does not include all disclosures required under U.S. GAAP. Certain information and note disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been omitted under the rules and regulations of the SEC. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 23, 2022 (the "2021 10-K").
Use of Estimates	Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Such estimates, which we evaluate on an on-going basis, include provisions for credit losses, useful lives for property and equipment and intangible assets, valuation allowances for net deferred income tax assets, valuation of stock-based compensation and common stock, acquisition-related estimates, our assessment for impairment of goodwill, intangible assets, and other long-lived assets, the standalone selling price of performance obligations and the determination of the period of benefit for deferred commissions. We base our estimates on historical experience and on various other assumptions which we believe to be reasonable.
Operating Segments	Operating Segments We operate in a single operating segment, cloud-based learning management, assessment and performance systems. Operating segments are defined as components of an enterprise for which separate financial information is regularly evaluate d by the chief operating decision makers (“CODMs”), which are our chief executive officer and chief financial officer, in deciding how to allocate resources and assess performance. Our CODMs evaluate our financial information and resources and assess the performance of these resources on a consolidated basis. Since we operate in one operating segment, all required financial segment information can be found in the condensed consolidated financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Recent Accounting Pronouncements	Recent Accounting Pronouncements Adopted accounting pronouncements Effective January 1, 2021, the Company adopted Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles and also simplification of areas such as franchise taxes, step up in tax basis goodwill, separate entity financial statements and interim recognition of enactment of tax laws or rate changes. Beginning in the second quarter of 2022, a wholly-owned foreign subsidiary has year-to-date pretax book loss in excess of full year forecasted loss due to unrealized losses on foreign currency. Under the Year-to-Date Loss Limitation in Interim-Period Tax Accounting section of ASU 2019-12, the benefit recorded related to this entity is no longer limited to the forecasted full year benefit. The adoption of this guidance did not have a material impact on our condensed consolidated financial statements and related notes. Effective January 1, 2022, the Company adopted ASU No. 2021-05, Leases (Topic 842): Lessors—Certain Leases with Variable Lease Payments to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing transactions. Upon adoption a lessor will be required to classify a lease with variable lease payments (that do not depend on a rate or index) as an operating lease on commencement date if classifying the lease as a sales-type or direct financing lease would result in a selling loss. The adoption of this guidance did not have a material impact on our condensed consolidated financial statements and related notes. Effective January 1, 2022, the Company adopted ASU No. 2021-01, Reference Rate Reform (Topic 848), which refined the scope of Topic 848 and clarified some of its provisions. The amendments permit entities to elect certain optional expedients and exceptions when accounting for derivative contracts and certain hedging relationships affected by the discounting transition. The adoption of this guidance did not have a material impact on our condensed consolidated financial statements and related notes. Effective January 1, 2022, the Company adopted ASU No. 2021-08, Business Combinations (Topic 805), which requires that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Revenue from Contracts with Customers (Topic 606). The adoption of this guidance did not have a material impact on our condensed consolidated financial statements and related notes. Issued accounting pronouncements There have been no recent accounting pronouncements issued which are expected to have a material effect on the Company's condensed consolidated financial statements. Management continues to monitor and review recently issued accounting guidance upon issuance.

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	9 Months Ended
	Sep. 30, 2022
Earnings Per Share [Abstract]
Summary of Reconciliation of the Denominator Used in the Calculation of Basic and Diluted Loss Per Share	A reconciliation of the denominator used in the calculation of basic and diluted net loss per share is as follows (in thousands, except per share amounts): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Numerator: Net loss $ ( 10,055 ) $ ( 13,261 ) $ ( 28,519 ) $ ( 68,025 ) Denominator: Weighted-average common shares outstanding—basic 142,108 136,647 141,536 129,643 Dilutive effect of share equivalents resulting from unvested restricted stock units and shares for issuance under employee stock purchase plan — — — — Weighted-average common shares outstanding—diluted 142,108 136,647 141,536 129,643 Net loss per common share, basic and diluted $ ( 0.07 ) $ ( 0.10 ) $ ( 0.20 ) $ ( 0.52 )
Summary of Shares Excluded from Calculation of Diluted Loss Per Share with a Potential Dilutive Impact	T he following table contains share totals with a potentially dilutive impact (in thousands): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Restricted stock units 5,204 4,787 5,204 4,787 Shares issuable under employee stock purchase plan 35 76 35 76 Total 5,239 4,863 5,239 4,863

Acquisitions (Tables)

Acquisitions (Tables)	9 Months Ended
	Sep. 30, 2022
Concentric Sky, Inc [Member]
Business Acquisition [Line Items]
Schedule of Fair Value of Assets Acquired and Liabilities Assumed	The following table summarizes the preliminary estimated fair values of the consideration transferred, assets acquired and liabilities assumed as of the date of the Canvas Credentials acquisition (in thousands): Consideration transferred Cash paid $ 20,814 Holdback amount 500 Total purchase consideration $ 21,314 Identifiable assets acquired Cash $ 1,330 Accounts receivable 1,018 Prepaid expenses and other assets 109 Intangible assets: developed technology 3,900 Intangible assets: customer relationships 9,100 Total assets acquired $ 15,457 Liabilities assumed Accounts payable and accrued liabilities $ 1,335 Deferred revenue 2,566 Total liabilities assumed $ 3,901 Goodwill 9,758 Total purchase consideration $ 21,314
Eesysoft Software International B.V. [Member]
Business Acquisition [Line Items]
Schedule of Fair Value of Assets Acquired and Liabilities Assumed	The final allocation of the purchase price was as follows (in thousands): Consideration transferred Cash paid $ 17,472 Deferred consideration 1,500 Total purchase consideration $ 18,972 Identifiable assets acquired Cash $ 586 Accounts receivable 624 Deposits 9 Intangible assets: developed technology 3,300 Intangible assets: customer relationships 1,700 Total assets acquired $ 6,219 Liabilities assumed Accounts payable and accrued liabilities $ 49 Deferred revenue 692 Payroll tax liability 91 Deferred tax liability 672 Lease liability 24 Total liabilities assumed $ 1,528 Goodwill 14,281 Total purchase consideration $ 18,972
Elevate Data Sync [Member]
Business Acquisition [Line Items]
Schedule of Fair Value of Assets Acquired and Liabilities Assumed	The final allocation of the purchase price was as follows (in thousands): Consideration transferred Cash paid $ 11,021 Holdback amount 350 Total purchase consideration $ 11,371 Identifiable assets acquired Cash and cash equivalents $ 1,324 Accounts receivable, net 336 Prepaid expenses 66 Intangible assets: developed technology 2,200 Intangible assets: customer relationships 1,200 Total assets acquired $ 5,126 Liabilities assumed Accounts payable and accrued liabilities $ 174 Deferred revenue 515 Other liabilities 25 Total liabilities assumed $ 714 Goodwill 6,959 Total purchase consideration $ 11,371

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended
	Sep. 30, 2022
Property, Plant and Equipment Assets Held-for-sale Disclosure [Abstract]
Schedule of Property and Equipment, Net of Amount Held-for-Sale	Property and equipment consisted of the following (in thousands): September 30, December 31, 2022 2021 (unaudited) Computer and office equipment $ 5,353 $ 2,668 Capitalized software development costs 7,778 4,591 Furniture and fixtures 1,619 1,325 Leasehold improvements and other 6,917 4,330 Total property and equipment 21,667 12,914 Less accumulated depreciation and amortization ( 8,752 ) ( 2,122 ) Total $ 12,915 $ 10,792

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	Goodwill activity was as follows (in thousands): Total Balance as of December 31, 2021 $ 1,194,221 Additions (Note 5—Acquisitions) 9,758 Balance as of September 30, 2022 (unaudited) $ 1,203,979
Schedule of Intangible Assets	Intangible assets consisted of the following (in thousands): Weighted-Average emaining September 30, 2022 December 31, 2021 Gross Accumulated Amortization Net Gross Accumulated Amortization Net (unaudited) Software 5 Months $ 21 $ ( 18 ) $ 3 $ 21 $ ( 13 ) $ 8 Trade names 88 Months 125,800 ( 32,644 ) 93,156 125,800 ( 22,809 ) 102,991 Developed technology 31 Months 317,700 ( 151,650 ) 166,050 313,800 ( 104,215 ) 209,585 Customer relationships 55 Months 422,700 ( 141,358 ) 281,342 413,600 ( 96,438 ) 317,162 Total $ 866,221 $ ( 325,670 ) $ 540,551 $ 853,221 $ ( 223,475 ) $ 629,746
Estimated Future Amortization Expense	Based on the recorded intangible assets at September 30, 2022 (unaudited), estimated amortization expense is expected to be as follows (in thousands): Amortization Expense Years Ending December 31, (unaudited) Remainder of 2022 $ 34,262 2023 137,041 2024 136,806 2025 94,093 2026 74,005 2027 and thereafter 64,344 Total $ 540,551

Credit Facility (Tables)

Credit Facility (Tables)	9 Months Ended
	Sep. 30, 2022
Line of Credit Facility [Abstract]
Schedule of Maturities of Long-term Debt	The maturities of outstanding debt, as of September 30, 2022 (unaudited), are as follows (in thousands): Amount Years Ending December 31, (unaudited) Remainder of 2022 $ 1,250 2023 5,000 2024 5,000 2025 5,000 2026 5,000 Thereafter 476,250 Total $ 497,500

Revenue (Tables)

Revenue (Tables)	9 Months Ended
	Sep. 30, 2022
Geographic Areas, Revenues from External Customers [Abstract]
Schedule of Revenue by Geographic Region	The following tables present the Company’s disaggregated revenues based on its two customer bases and by geographic region, based on the physical location of the customer (in thousands): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Education $ 122,429 $ 107,221 $ 350,468 $ 291,106 Corporate — — — 3,662 Total revenue $ 122,429 $ 107,221 $ 350,468 $ 294,768 Percentage of revenue generated by Education 100 % 100 % 100 % 99 % Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) United States $ 97,567 $ 86,757 $ 278,631 $ 237,455 Foreign 24,862 20,464 71,837 57,313 Total revenue $ 122,429 $ 107,221 $ 350,468 $ 294,768 Percentage of revenue generated outside of the United States 20 % 19 % 20 % 19 %

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Summary of Stock-Based Compensation Expense by Award Type	The following two tables present stock-based compensation by award type and where the stock-based compensation expense was recorded in our condensed consolidated statements of operations and comprehensive loss (in thousands): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Options $ — $ 28 $ 21 $ 104 Restricted stock units 9,538 7,784 27,249 12,151 Shares issuable under employee stock purchase plan 522 565 1,653 565 Class A and Class B Units — 2 — 4,902 Total stock-based compensation $ 10,060 $ 8,379 $ 28,923 $ 17,722
Summary of Stock-Based Compensation Expense Recorded in Consolidated Statement of Operations	Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Subscription and support cost of revenue $ 358 $ 257 $ 965 $ 652 Professional services and other cost of revenue 451 323 1,292 610 Sales and marketing 2,813 2,139 8,162 4,814 Research and development 3,035 2,292 8,261 4,896 General and administrative 3,403 3,368 10,243 6,750 Total stock-based compensation $ 10,060 $ 8,379 $ 28,923 $ 17,722
Summary of Restricted Stock Unit Activity	The following table summarizes the activity of RSUs for the unaudited nine months ended September 30, 2022 (in thousands, except per unit amounts): RSUs Weighted Average Grant Date Fair Value Per Unit Unvested and outstanding at December 31, 2021 1,987 $ 21.00 Granted 2,597 21.58 Vested ( 655 ) 20.75 Forfeited or cancelled ( 429 ) 21.34 Unvested and outstanding at September 30, 2022 3,500 $ 21.44
Summary of Assumptions Relating to Stock Options and ESPP Purchase Rights	The following table summarizes the assumptions relating to 2021 ESPP purchase rights used in a Black-Scholes option pricing model for the three months ended September 30, 2022 and 2021 (unaudited): Three months ended 2022 2021 Dividend yield None None Volatility 32 - 41 % 47 % Risk-free interest rate 0.6 - 3.34 % 0.06 % Expected life (years) 0.5 0.6
2021 Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Summary of Restricted Stock Units Activity	The following table summarizes the activity of the Incentive Carry and Board Carry, subsequent to their conversion into RSUs under the 2021 Plan, for the unaudite d nine months ended September 30, 2022 (in thousands, except per unit amounts): RSUs Weighted Average Grant Date Fair Value Per Unit Unvested and outstanding at December 31, 2021 2,736 $ 10.75 Vested ( 844 ) 10.78 Forfeited or cancelled ( 188 ) 11.25 Unvested and outstanding at September 30, 2022 1,704 $ 10.73

Fair Value of Financial Instr_2

Fair Value of Financial Instruments (Tables)	9 Months Ended
	Sep. 30, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Schedule of Fair Value, Assets Measured on Recurring Basis.	Assets measured at fair value on a recurring basis as of September 30, 2022 (unaudited) were as follows (in thousands): September 30, 2022 Level 1 Level 2 Level 3 Total Assets: Money market funds $ 3,359 $ — $ — $ 3,359 Total assets $ 3,359 $ — $ — $ 3,359 Assets measured at fair value on a recurring basis as of December 31, 2021 were as follows (in thousands): December 31, 2021 Level 1 Level 2 Level 3 Total Assets: Money market funds $ 3,343 $ — $ — $ 3,343 Total assets $ 3,343 $ — $ — $ 3,343

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2022
Leases [Abstract]
Summary of Components of Operating Lease Expense	The Company performed evaluations of its contracts and determined that each of its identified leases are operating leases. The components of operating lease expense were as follows (in thousands): Three months ended Nine months ended 2022 2021 2022 2021 (unaudited) Operating lease cost, gross $ 1,568 $ 1,731 $ 4,952 $ 5,621 Variable lease cost, gross (1) 522 435 1,649 1,371 Sublease income ( 352 ) ( 300 ) ( 893 ) ( 777 ) Total lease costs (2) $ 1,738 $ 1,866 $ 5,708 $ 6,215
Schedule of Maturities of The Company’s Operating Lease Liabilities	As of September 30, 2022 (unaudited), the maturities of the Company’s operating lease liabilities were as follows (in thousands): Remainder of 2022 $ 2,188 2023 8,570 2024 8,342 2025 4,277 2026 2,703 2027 and thereafter 3,082 Total lease payments 29,162 Less: Imputed interest ( 4,161 ) Lease liabilities 25,001 Tenant improvement reimbursements included in the measurement of lease liabilities but not yet received ( 414 ) Lease liabilities, net $ 24,587

Description of Business and B_3

Description of Business and Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Millions	Aug. 19, 2021 USD ($) $ / shares shares	Jul. 26, 2021 USD ($) $ / shares shares	Jul. 09, 2021 shares	Sep. 30, 2022 $ / shares shares	Dec. 31, 2021 $ / shares shares
Stock split of issued and outstanding common stock			126,239.815
Common stock, shares authorized				500,000,000	500,000,000
Preferred stock, shares issued				0
Preferred stock, shares outstanding				0
Common stock, shares, issued				142,503,000	140,741,000
Offering price per share | $ / shares				$ 0.01	$ 0.01
Maximum [Member]
Common stock, shares authorized			500,000,000
Preferred stock, shares authorized			50,000,000
Minimum [Member]
Common stock, shares authorized			2,000
Preferred stock, shares authorized			0
IPO Member
Common stock, shares, issued		12,500,000
Offering price per share | $ / shares		$ 20
Net proceeds after underwriting discounts and commission deduction | $		$ 234
Over Allotment Option Member
Common stock, shares, issued	1,675,000
Offering price per share | $ / shares	$ 20
Net proceeds after underwriting discounts and commission deduction | $	$ 31.4
Top Co [Member]
Business acquisition, percentage acquired				100%

Net Loss Per Share - Summary of

Net Loss Per Share - Summary of Reconciliation of the Denominator Used in the Calculation of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Numerator:
Net loss	$ (10,055)	$ (13,261)	$ (28,519)	$ (68,025)
Denominator:
Weighted-average common shares outstanding--basic	142,108	136,647	141,536	129,643
Dilutive effect of share equivalents resulting from stock options and unvested restricted stock units	0	0	0	0
Weighted-average common shares outstanding--diluted	142,108	136,647	141,536	129,643
Earnings Per Share, Basic	$ (0.07)	$ (0.10)	$ (0.20)	$ (0.52)
Earnings Per Share, Diluted	$ (0.07)	$ (0.10)	$ (0.20)	$ (0.52)

Net Loss Per Share - Summary _2

Net Loss Per Share - Summary of Shares Excluded from Calculation of Diluted Loss Per Share with a Potential Dilutive Impact (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Shares excluded from calculation of diluted loss per share with a potential dilutive impact	5,239	4,863	5,239	4,863
Restricted Stock Units
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Shares excluded from calculation of diluted loss per share with a potential dilutive impact	5,204	4,787	5,204	4,787
Shares issuable under employee stock purchase plan
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Shares excluded from calculation of diluted loss per share with a potential dilutive impact	35	76	35	76

Acquisitions - Additional infor

Acquisitions - Additional information (Details) - USD ($) $ in Thousands					3 Months Ended	9 Months Ended
	Apr. 13, 2022	Nov. 05, 2021	Jun. 28, 2021	Feb. 26, 2021	Mar. 31, 2022	Sep. 30, 2022
Business Acquisition [Line Items]
Business acquisition, Goodwill, Expected tax deductible amount		$ 16,700
Purchase price of bridge				$ 47,000
Proceeds net of transaction costs				$ 46,000
Pre tax loss on sale of business						$ 1,200
Customer Lists
Business Acquisition [Line Items]
Finite-lived intangible asset, useful life						7 years
Developed Technology
Business Acquisition [Line Items]
Finite-lived intangible asset, useful life						5 years
Concentric Sky, Inc [Member]
Business Acquisition [Line Items]
Purchase Price, Future Payment	$ 500
Elevate Data Sync [Member]
Business Acquisition [Line Items]
Purchase Price, Future Payment		$ 400
Description of business acquisition					the purchase price was held back for a period of 90 days following the acquisition for working capital adjustments.
Eesysoft Software International B.V. [Member]
Business Acquisition [Line Items]
Purchase Price, Future Payment			$ 1,500
Deferred tax liability						$ 672
Increase (decrease) in deferred liabilities			$ 700

Acquisitions - Schedule of Fair

Acquisitions - Schedule of Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands			9 Months Ended
	Apr. 13, 2022	Nov. 05, 2021	Sep. 30, 2022	Dec. 31, 2021
Liabilities assumed
Goodwill			$ 1,203,979	$ 1,194,221
Concentric Sky, Inc [Member]
Business Acquisition [Line Items]
Cash paid	$ 20,814
Holdback amount	500
Total purchase consideration	21,314
Identifiable assets acquired
Cash	1,330
Accounts receivable, net	1,018
Prepaid expenses and other assets	109
Total assets acquired	15,457
Liabilities assumed
Accounts payable and accrued liabilities	1,335
Deferred revenue	2,566
Total liabilities assumed	3,901
Goodwill	9,758
Total purchase consideration	21,314
Eesysoft Software International B.V. [Member]
Business Acquisition [Line Items]
Cash paid			17,472
Deferred consideration			1,500
Total purchase consideration			18,972
Identifiable assets acquired
Cash			586
Accounts receivable, net			624
Deposits			9
Total assets acquired			6,219
Liabilities assumed
Accounts payable and accrued liabilities			49
Deferred revenue			692
Payroll tax liability			91
Deferred tax liability			672
Lease liability			24
Total liabilities assumed			1,528
Goodwill			14,281
Total purchase consideration			18,972
Elevate Data Sync [Member]
Business Acquisition [Line Items]
Cash paid		$ 11,021
Holdback amount		350
Total purchase consideration		11,371
Identifiable assets acquired
Cash		1,324
Accounts receivable, net		336
Prepaid expenses and other assets		66
Total assets acquired		5,126
Liabilities assumed
Accounts payable and accrued liabilities		174
Deferred revenue		515
Other Liabilities		25
Total liabilities assumed		714
Goodwill		6,959
Total purchase consideration		11,371
Developed Technology | Concentric Sky, Inc [Member]
Identifiable assets acquired
Intangible assets	3,900
Developed Technology | Eesysoft Software International B.V. [Member]
Identifiable assets acquired
Intangible assets			3,300
Developed Technology | Elevate Data Sync [Member]
Identifiable assets acquired
Intangible assets		2,200
Customer Relationships | Concentric Sky, Inc [Member]
Identifiable assets acquired
Intangible assets	$ 9,100
Customer Relationships | Eesysoft Software International B.V. [Member]
Identifiable assets acquired
Intangible assets			$ 1,700
Customer Relationships | Elevate Data Sync [Member]
Identifiable assets acquired
Intangible assets		$ 1,200

Property and Equipment - Schedu

Property and Equipment - Schedule of Property and Equipment, Net of Amount Held-for-Sale (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Total property and equipment	$ 21,667	$ 12,914
Less accumulated depreciation and amortization	(8,752)	(2,122)
Total	12,915	10,792
Computer and office equipment
Property Plant And Equipment [Line Items]
Total property and equipment	5,353	2,668
Capitalized software development costs
Property Plant And Equipment [Line Items]
Total property and equipment	7,778	4,591
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Total property and equipment	1,619	1,325
Leasehold improvement and other
Property Plant And Equipment [Line Items]
Total property and equipment	$ 6,917	$ 4,330

Property and Equipment - Additi

Property and Equipment - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
Capitalized computer software, accumulated amortization	$ 1.8		$ 1.8		$ 0.8
Capitalized computer software, amortization	$ 0.4	$ 0.2	$ 1	$ 0.5

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Schedule of Goodwill (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Balance as of December 31, 2020	$ 1,194,221
Additions (Note 5 - Acquisitions)	9,758
Balance as of June 30, 2021	$ 1,203,979

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Acquired Indefinite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 34,300	$ 33,600	$ 102,195	$ 100,319

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Acquired Indefinite Lived Intangible Assets [Line Items]
Gross	$ 866,221	$ 853,221
Accumulated Amortization	(325,670)	(223,475)
Net Carrying Amount	540,551	629,746
Software
Acquired Indefinite Lived Intangible Assets [Line Items]
Gross	21	21
Accumulated Amortization	(18)	(13)
Net Carrying Amount	$ 3	8
Weighted Average Remaining Useful Life	5 months
Trade Names
Acquired Indefinite Lived Intangible Assets [Line Items]
Gross	$ 125,800	125,800
Accumulated Amortization	(32,644)	(22,809)
Net Carrying Amount	$ 93,156	102,991
Weighted Average Remaining Useful Life	88 months
Developed Technology
Acquired Indefinite Lived Intangible Assets [Line Items]
Gross	$ 317,700	313,800
Accumulated Amortization	(151,650)	(104,215)
Net Carrying Amount	$ 166,050	209,585
Weighted Average Remaining Useful Life	31 months
Customer Relationships
Acquired Indefinite Lived Intangible Assets [Line Items]
Gross	$ 422,700	413,600
Accumulated Amortization	(141,358)	(96,438)
Net Carrying Amount	$ 281,342	$ 317,162
Weighted Average Remaining Useful Life	55 months

Goodwill and Intangible Asset_5

Goodwill and Intangible Assets - Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2022	$ 34,262
2023	137,041
2024	136,806
2025	94,093
2026	74,005
2027 and thereafter	64,344
Net Carrying Amount	$ 540,551	$ 629,746

Revenue - Additional Informatio

Revenue - Additional Information (Details) $ in Millions	3 Months Ended		6 Months Ended	9 Months Ended		12 Months Ended
	Sep. 30, 2022 USD ($) Customer	Sep. 30, 2021	Jun. 30, 2022 Segment Customer	Sep. 30, 2022 USD ($) Customer	Sep. 30, 2021	Dec. 31, 2021 USD ($) Customer
Disaggregation Of Revenue [Line Items]
Number of Operating Segments | Segment			1
Number of Customer Bases			2
Percentage of revenue recognized included in deferred revenue	76%	77%		64%	62%
Revenue, remaining performance obligation expected to be recognized | $	$ 792.6			$ 792.6
Provision for credit losses | $				$ 1.4		$ 0.8
Sales Revenue Net
Disaggregation Of Revenue [Line Items]
Number of customers greater than 10 % of total revenue	0			0
Sales Revenue Net | International Customers | Customer Concentration Risk
Disaggregation Of Revenue [Line Items]
Percentage of revenue generated outside of the United States				10%
Trade Accounts Receivable
Disaggregation Of Revenue [Line Items]
Number of other customers greater than 10 % of accounts receivable	0			0		0
Trade Accounts Receivable | International Customers | Customer Concentration Risk
Disaggregation Of Revenue [Line Items]
Percentage of revenue generated outside of the United States				10%		10.50%

Revenue - Schedule of Revenue b

Revenue - Schedule of Revenue by Geographic Region (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation Of Revenue [Line Items]
Total revenue	$ 122,429	$ 107,221	$ 350,468	$ 294,768
United States
Disaggregation Of Revenue [Line Items]
Total revenue	97,567	86,757	278,631	237,455
Foreign
Disaggregation Of Revenue [Line Items]
Total revenue	24,862	20,464	71,837	57,313
Customer Concentration Risk | Sales Revenue Net
Disaggregation Of Revenue [Line Items]
Total revenue	122,429	107,221	$ 350,468	294,768
Customer Concentration Risk | Sales Revenue Net | Foreign
Disaggregation Of Revenue [Line Items]
Percentage of revenue generated outside of the United States			10%
Geographic Concentration Risk | Sales Revenue Net
Disaggregation Of Revenue [Line Items]
Total revenue	$ 122,429	$ 107,221	$ 350,468	$ 294,768
Geographic Concentration Risk | Sales Revenue Net | Foreign
Disaggregation Of Revenue [Line Items]
Percentage of revenue generated outside of the United States	20%	19%	20%	19%
Education
Disaggregation Of Revenue [Line Items]
Total revenue	$ 122,429	$ 107,221	$ 350,468	$ 291,106
Education | Customer Concentration Risk | Sales Revenue Net
Disaggregation Of Revenue [Line Items]
Percentage of revenue generated outside of the United States	100%	100%	100%	99%
Corporate
Disaggregation Of Revenue [Line Items]
Total revenue	$ 0	$ 0	$ 0	$ 3,662

Revenue - Additional Informat_2

Revenue - Additional Information (Details1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-10-25	Sep. 30, 2022
Disaggregation Of Revenue [Line Items]
Revenue, Remaining performance obligation, percentage	75%
Revenue, Remaining performance obligation period	24 months

Deferred Commissions - Addition

Deferred Commissions - Additional information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Deferred Costs [Abstract]
Deferred commissions	$ 32,900		$ 32,900		$ 31,500
Amortization of deferred sales commissions	4,400	$ 3,000	11,600	$ 7,700
Deferred commissions impairment charges	$ 0	$ 0	$ 0	$ 0

Assets And Liabilities Held for

Assets And Liabilities Held for Sale - Additional Information (Details) - USD ($) $ in Millions		9 Months Ended
	Feb. 26, 2021	Sep. 30, 2022
Discontinued Operations and Disposal Groups [Abstract]
Purchase price of bridge	$ 47
Proceeds net of transaction costs	$ 46
Pre tax loss on sale of business		$ 1.2

Credit Facility - Additional In

Credit Facility - Additional Information (Details) - USD ($)			1 Months Ended		3 Months Ended		9 Months Ended		12 Months Ended
	Oct. 29, 2021	Mar. 24, 2020	Aug. 31, 2021	Mar. 24, 2020	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	May 27, 2021
Debt Instrument [Line Items]
Line of credit facility,maturity date		Mar. 24, 2026
Letters of credit outstanding					$ 4,300,000		$ 4,300,000		$ 4,200,000
Percentage of principal amount redeemed				0.25%
Line of credit facility, interest rate				6%
Line of credit facility, Variable rate	1%			0.50%
Debt discount costs					13,600,000		13,600,000
Additional debt discount costs					3,800,000		3,800,000
Write off of Deferred Debt Issuance Cost							13,800,000
Amortization of debt discount cost					200,000	$ 700,000	700,000	$ 1,900,000
Amortization of deferred financing costs							881,000	1,958,000
Prepayment premium in conjunction with principal payment			1.50%
Other Assets
Debt Instrument [Line Items]
Unamortized debt issuance costs					800,000		800,000		900,000
Debt issuance costs					800,000		800,000
Minimum [Member]
Debt Instrument [Line Items]
Line of credit facility, interest rate		5.50%		5.50%
Loan unused commitiment fee, percentage	0.40%
Maximum [Member]
Debt Instrument [Line Items]
Loan unused commitiment fee, percentage	0.50%
Federal Fund
Debt Instrument [Line Items]
Line of credit facility, Variable rate				1%
Eurodollar
Debt Instrument [Line Items]
Line of credit facility, Variable rate	1%			7%
Euro Dollar Floor
Debt Instrument [Line Items]
Line of credit facility, Variable rate				1%
Base Rate
Debt Instrument [Line Items]
Line of credit facility, Variable rate	0.005%
Base Rate | Minimum [Member]
Debt Instrument [Line Items]
Line of credit facility, interest rate	1%
Base Rate | Maximum [Member]
Debt Instrument [Line Items]
Line of credit facility, interest rate	1.50%
Letter of Credit
Debt Instrument [Line Items]
Letters of credit outstanding					10,000,000		10,000,000
Initial Term Loan
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		$ 775,000,000		$ 775,000,000
Incremental Term Loan
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		70,000,000		70,000,000
Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		50,000,000		$ 50,000,000
Loan unused commitiment fee, percentage				0.50%
Borrowings outstanding							0
Write off of Deferred Debt Issuance Cost							500,000
Debt issuance costs		$ 700,000		$ 700,000
Amortization of deferred financing costs					47,000	$ 29,000	100,000	$ 100,000
Euro Dollar Loan
Debt Instrument [Line Items]
Line of credit facility, interest rate										5.50%
Euro Dollar Loan | Maximum [Member]
Debt Instrument [Line Items]
Line of credit facility, interest rate		7%		7%
A B R Loan | Minimum [Member]
Debt Instrument [Line Items]
Line of credit facility, Variable rate				4.50%
A B R Loan | Maximum [Member]
Debt Instrument [Line Items]
Line of credit facility, Variable rate				6%
Term Loan
Debt Instrument [Line Items]
Unamortized debt discount costs					6,000,000		6,000,000		6,700,000
Term Loan | Short Term Debt [Member]
Debt Instrument [Line Items]
Debt discount costs					1,000,000		1,000,000
Term Loan | Long term Debt [Member]
Debt Instrument [Line Items]
Debt discount costs					5,900,000		5,900,000
Term Loan | IPO [Member]
Debt Instrument [Line Items]
Borrowings outstanding			$ 224,300,000
Term Loan | Over Allotment Option Member
Debt Instrument [Line Items]
Borrowings outstanding			$ 30,800,000
Senior Term Loan
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	$ 500,000,000				497,500,000		$ 497,500,000		$ 500,000,000
Percentage of principal amount redeemed	0.25%
Line of credit facility, interest rate							6.12%		3.25%
Line of credit facility, expiration period	7 years
Senior Term Loan | Eurodollar
Debt Instrument [Line Items]
Line of credit facility, interest rate	2.75%
Senior Term Loan | Eurodollar | Maximum [Member]
Debt Instrument [Line Items]
Line of credit facility, interest rate	0.50%
Senior Term Loan | Base Rate
Debt Instrument [Line Items]
Line of credit facility, interest rate	1.75%
Senior Revolver
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	$ 125,000,000				125,000,000		$ 125,000,000
Borrowings outstanding							0
Line of credit facility, expiration period	5 years
Line of credit percentage of outstanding amount	35%
Senior Revolver | Other Current Assets
Debt Instrument [Line Items]
Debt issuance costs					$ 200,000		$ 200,000
Senior Revolver | Minimum [Member]
Debt Instrument [Line Items]
Net leverage ratio	100
Senior Revolver | Maximum [Member]
Debt Instrument [Line Items]
Net leverage ratio	775
Senior Revolver | Eurodollar | Minimum [Member]
Debt Instrument [Line Items]
Line of credit facility, interest rate	2%
Senior Revolver | Eurodollar | Maximum [Member]
Debt Instrument [Line Items]
Line of credit facility, interest rate	2.50%

Credit Facility - Schedule of F

Credit Facility - Schedule of Future Minimum Principal Payments Related to the Credit Facility (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Line of Credit Facility [Abstract]
Remainder of 2022	$ 1,250
2023	5,000
2024	5,000
2025	5,000
2026	5,000
Thereafter	476,250
Total	$ 497,500

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Details)		9 Months Ended
	Jul. 09, 2021 shares	Sep. 30, 2022 $ / shares shares	Dec. 31, 2021 $ / shares shares	Dec. 31, 2020 shares
Class Of Stock [Line Items]
Common stock, shares authorized		500,000,000	500,000,000
Common stock par value | $ / shares		$ 0.01	$ 0.01
Common stock, shares, issued		142,503,000	140,741,000
Common stock, shares, outstanding		142,503,000	140,741,000
Stock split of issued and outstanding common stock	126,239.815
Preferred stock, shares outstanding		0
Preferred stock, shares issued		0
Take-Private Transaction
Class Of Stock [Line Items]
Common stock, shares authorized		2,000
Common stock par value | $ / shares		$ 0.01
Common stock, shares, issued	998.10			999.84
Common stock, shares, outstanding	998.10			999.84
Maximum [Member]
Class Of Stock [Line Items]
Common stock, shares authorized	500,000,000
Preferred stock, shares authorized	50,000,000
Minimum [Member]
Class Of Stock [Line Items]
Common stock, shares authorized	2,000
Preferred stock, shares authorized	0
Partnership
Class Of Stock [Line Items]
Percentage annual return on remaining unreturned capital contributions		9%
Redemption and conversion, description		No conversion or redemption rights are associated with Class A or Class B Units. In connection with the IPO, TopCo effected a series of transactions that resulted in TopCo’s equityholders holding shares of our common stock directly, and then TopCo being liquidated and dissolved.
Common stock, shares, issued		142,502,988	140,740,569
Common stock, shares, outstanding		142,502,988	140,740,569
Partnership | Common Class A
Class Of Stock [Line Items]
Units issued		1,250,000
Unit par value | $ / shares		$ 0
Partnership | Common Class B
Class Of Stock [Line Items]
Units issued		90,000,000
Unit par value | $ / shares		$ 0

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended			3 Months Ended		9 Months Ended		12 Months Ended
	Jul. 31, 2021	Apr. 30, 2020	Mar. 31, 2020	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Jan. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Cash value per share of stock repurchased and retired during period			$ 49
Stock-based compensation expense				$ 10,060	$ 8,379	$ 28,923	$ 17,722
Common stock, capital shares reserved for future issuance									5,629,623
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period						844,000
Issuance of common stock in connection with initial public offering, net of underwriters' discounts and commissions and issuance costs, shares						480,000
Stock issued during period, value, new issues					259,604		259,604
Unrecognized stock-based compensation costs				$ 17,300		$ 17,300		$ 28,300
Total unrecognized compensation cost, period for recognition						1 year 6 months		2 years 3 months 18 days
Common stock authorized				16,291,356		16,291,356
IPO Member
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Conversion of shares						1,305,738
2021 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance									1,407,406
Common stock authorized				2,889,878		2,889,878
2021 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, Description						In July 2021, our board of directors adopted, and our stockholders approved the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which allows eligible employees to purchase shares of our common stock at a discount through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations. The initial offering period ended on February 28, 2022. Each new offering period begins on or about March 1 and September 1 and is approximately six months in duration. On each purchase date, eligible employees will purchase our common stock at a price per share equal to 85% of the lesser of (1) the fair market value of our common stock on the offering date or (2) the fair market value of our common stock on the purchase date. A total of 1,900,000 shares of the Company’s common stock were initially reserved for issuance under the 2021 ESPP. Pursuant to the terms of the 2021 ESPP, the share reserve increased by 1,407,406 shares in January 2022. As of September 30, 2022 (unaudited), 2,889,878 shares of common stock were available for purchase under the 2021 ESPP.
Common stock authorized	18,000,000			1,900,000		1,900,000
Discount on share market price	15%
Purchase price of common stock, percent	85%
2020 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock authorized	0
Common Class B
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Issuance of common stock in connection with initial public offering, net of underwriters' discounts and commissions and issuance costs, shares		72
Stock issued during period, value, new issues		$ 1,000
Common stock authorized				10,000,000		10,000,000
Common Class A
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Issuance of common stock in connection with initial public offering, net of underwriters' discounts and commissions and issuance costs, shares		1
Incentive Carry | IPO Member
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares						2,271,698
Unvested shares				6,126,802		6,126,802
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense				$ 9,538	7,784	$ 27,249	12,151
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period						655,000
RSU granted						2,597,000
Unrecognized stock-based compensation costs				$ 69,800		$ 69,800		$ 37,200
Amount per share of RSU granted				$ 23.50
Aggregate fair value of RSU				$ 2,100		$ 2,100
Vesting rights						The RSUs generally vest in 11 equal quarterly installments commencing on September 1, 2021.
Total unrecognized compensation cost, period for recognition						3 years 2 months 12 days		3 years 6 months
Restricted Stock Units | 2021 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period						3,496,739
RSU granted				87,883
Cash Replacement Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense				$ 1,400	$ 1,700	$ 4,300	$ 6,100

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Stock-Based Compensation Expense by Award Type (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation	$ 10,060	$ 8,379	$ 28,923	$ 17,722
Employee Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation	0	28	21	104
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation	9,538	7,784	27,249	12,151
Shares issuable under employee stock purchase plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation	522	565	1,653	565
Class A and Class B Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation	$ 0	$ 2	$ 0	$ 4,902

Stock-Based Compensation - Su_2

Stock-Based Compensation - Summary of Stock-Based Compensation Expense Recorded in Consolidated Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 10,060	$ 8,379	$ 28,923	$ 17,722
Subscription and Support Cost of Revenue
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	358	257	965	652
Professional Services And Other Cost Of Revenue
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	451	323	1,292	610
Sales and Marketing
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	2,813	2,139	8,162	4,814
Research and Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	3,035	2,292	8,261	4,896
General and Administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 3,403	$ 3,368	$ 10,243	$ 6,750

Stock-Based Compensation - Su_3

Stock-Based Compensation - Summary of Restricted Stock Units Activity (Details) shares in Thousands	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vested | shares	(844)
Forfeited or cancelled | shares	(188)
Vested | $ / shares	$ 10.78
Forfeited or cancelled | $ / shares	11.25
Outstanding, Weighted Average Grant Date Fair Value, Ending balance | $ / shares	$ 10.73
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unvested and outstanding, Beginning Balance | shares	1,987
Granted | shares	2,597
Vested | shares	(655)
Forfeited or cancelled | shares	(429)
Unvested and outstanding, Ending Balance | shares	3,500
Outstanding, Weighted Average Grant Date Fair Value, Beginning balance | $ / shares	$ 21
Granted | $ / shares	21.58
Vested | $ / shares	20.75
Forfeited or cancelled | $ / shares	21.34
Outstanding, Weighted Average Grant Date Fair Value, Ending balance | $ / shares	$ 21.44
Restricted Stock Units | 2021 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unvested and outstanding, Beginning Balance | shares	2,736
Unvested and outstanding, Ending Balance | shares	1,704
Outstanding, Weighted Average Grant Date Fair Value, Beginning balance | $ / shares	$ 10.75

Stock-Based Compensation - Su_4

Stock-Based Compensation - Summary of Assumptions Relating to Stock Options and ESPP Purchase Rights (Details) - Employee Stock Purchase Plan	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Dividend yield	0%	0%
Volatility		47%
Risk-free interest rate		0.06%
Expected life (years)		7 months 6 days	6 months
Minimum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Volatility			32%
Risk-free interest rate			0.60%
Maximum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Volatility			41%
Risk-free interest rate			3.34%

Fair Value of Financial Instr_3

Fair Value of Financial Instruments - Additional Information (Detail) - Fair Value Measurements Recurring - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Fair value of Term Loan	$ 491,500
Fair Value Liabilities Measurement Transfers Amount	$ 0	$ 0

Fair Value of Financial Instr_4

Fair Value of Financial Instruments - Summary of Assets Measured at Fair Value on a Recurring Basis (Detail) - Fair Value Measurements Recurring - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	$ 3,359	$ 3,343
Level 1
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	3,359	3,343
Level 2
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	0	0
Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	0	0
Money Market Funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	3,359	3,343
Money Market Funds | Level 1
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	3,359	3,343
Money Market Funds | Level 2
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	0	0
Money Market Funds | Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	$ 0	$ 0

Leases - Additional Information

Leases - Additional Information (Details)	9 Months Ended
	Sep. 30, 2022
Minimum [Member]
Lessee Lease Description [Line Items]
Lease term	1 year
Maximum [Member]
Lessee Lease Description [Line Items]
Lease term	7 years
Property One
Lessee Lease Description [Line Items]
Sublease remaining lease term	9 months
Property Two
Lessee Lease Description [Line Items]
Sublease remaining lease term	75 months
Property Three
Lessee Lease Description [Line Items]
Sublease remaining lease term	40 months
Property Four
Lessee Lease Description [Line Items]
Sublease remaining lease term	19 months

Leases - Summary of Components

Leases - Summary of Components of Operating Lease Expense (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Leases [Abstract]
Operating lease cost, gross		$ 1,568	$ 1,731	$ 4,952	$ 5,621
Variable lease cost, gross	[1]	522	435	1,649	1,371
Sublease Income		(352)	(300)	(893)	(777)
Lease, Cost, Total	[2]	$ 1,738	$ 1,866	$ 5,708	$ 6,215
[1] Variable rent expense was not included within the measurement of the Company's operating right-of-use assets and lease liabilities. Variable rent expense is comprised primarily of the Company's proportionate share of operating expenses, property taxes and insurance and is classified as lease expense due to the Company's election to not separate lease and non-lease components. Short-term lease costs for the unaudited three and nine months ended September 30, 2022 and 2021 were not significant and are not included in the table above.

Leases - Summary of Measurement

Leases - Summary of Measurement of Operating Lease Liabilities - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Leases [Abstract]
Measurement of operating lease liabilities	$ 2	$ 2.2	$ 6.2	$ 6.5

Leases - Schedule of Maturities

Leases - Schedule of Maturities of the Company's Operating Lease Liabilities (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Lessee, Operating Lease, Liability, to be Paid [Abstract]
Remainder of 2022	$ 2,188
2023	8,570
2024	8,342
2025	4,277
2026	2,703
2027 and Thereafter	3,082
Total lease payments	29,162
Imputed interest	(4,161)
Lease liabilities	25,001
Tenant improvement reimbursements included in the measurement of lease liabilities but not yet received	(414)
Lease liabilities, net	$ 24,587

Leases - Summary of Weighted Av

Leases - Summary of Weighted Average Remaining Lease Term - Additional Information (Details)	Sep. 30, 2022	Dec. 31, 2021
Leases [Abstract]
Weighted average remaining lease term	3 years 9 months 18 days	4 years 4 months 24 days
Weighted average discount rate, percent	8.19%	8.19%

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Letters of credit outstanding	$ 4.3	$ 4.2
2023	45
2024	48
2025	$ 48

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Oct. 29, 2021	Aug. 31, 2021	Mar. 24, 2020
Related Party Transaction [Line Items]
Salary and short-term incentive award			$ 200
Term loan	$ 497,500		497,500
Affiliates Of Thoma Bravo
Related Party Transaction [Line Items]
Acquisition of term loan								$ 129,200
Interest paid to affiliates of Thomas Bravo				$ 7,000
Principal payment to related party							$ 42,500
Term loan						$ 88,600
Take-Private Transaction
Related Party Transaction [Line Items]
Related party expense	$ 200	$ 100	$ 500	$ 400
Salary and short-term incentive award					$ 200