Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | May 06, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-40557 | |
Entity Registrant Name | INTEGRAL AD SCIENCE HOLDING CORP. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-0731995 | |
Entity Address, Address Line One | 12 E 49th Street, | |
Entity Address, Address Line Two | 20th Floor | |
Entity Address, City or Town | New York, | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10017 | |
City Area Code | 646 | |
Local Phone Number | 278-4871 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | IAS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 160,543,505 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001842718 | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 83,947 | $ 124,759 |
Restricted cash | 298 | 54 |
Accounts receivable, net | 67,764 | 74,609 |
Unbilled receivables | 43,198 | 46,548 |
Prepaid expenses and other current assets | 32,468 | 18,959 |
Total current assets | 227,675 | 264,929 |
Property and equipment, net | 4,088 | 3,769 |
Internal use software, net | 43,729 | 40,301 |
Intangible assets, net | 169,316 | 178,908 |
Goodwill | 674,454 | 675,282 |
Operating lease right-of-use assets | 19,766 | 21,668 |
Deferred tax asset, net | 2,433 | 2,465 |
Other long-term assets | 4,361 | 4,402 |
Total assets | 1,145,822 | 1,191,724 |
Current liabilities: | ||
Accounts payable and accrued expenses | 42,176 | 72,232 |
Operating lease liabilities, current | 9,119 | 9,435 |
Due to related party | 83 | 121 |
Deferred revenue | 1,318 | 682 |
Total current liabilities | 52,696 | 82,470 |
Deferred tax liability, net | 20,330 | 20,367 |
Long-term debt | 123,841 | 153,725 |
Operating lease liabilities, non-current | 17,707 | 19,523 |
Other long-term liabilities | 6,172 | 6,183 |
Total liabilities | 220,746 | 282,268 |
Commitments and Contingencies (Note 13) | ||
Stockholders’ Equity | ||
Preferred Stock, $0.001 par value, 50,000,000 shares authorized at March 31, 2024; 0 shares issued and outstanding at March 31, 2024 and December 31, 2023. | 0 | 0 |
Common Stock, $0.001 par value, 500,000,000 shares authorized, 159,761,454 and 158,757,620 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively. | 160 | 159 |
Additional paid-in-capital | 919,192 | 901,259 |
Accumulated other comprehensive loss | (1,975) | (916) |
Retained earnings | 7,699 | 8,954 |
Total stockholders’ equity | 925,076 | 909,456 |
Total liabilities and stockholders’ equity | $ 1,145,822 | $ 1,191,724 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares, issued (in shares) | 159,761,454 | 158,757,620 |
Common stock, shares, outstanding (in shares) | 159,761,454 | 158,757,620 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Revenue | $ 114,530 | $ 106,092 |
Operating expenses: | ||
Cost of revenue (excluding depreciation and amortization shown below) | 26,161 | 21,682 |
Sales and marketing | 31,825 | 26,260 |
Technology and development | 17,978 | 15,529 |
General and administrative | 21,380 | 20,723 |
Depreciation and amortization | 15,080 | 12,825 |
Foreign exchange loss (gain), net | 1,569 | (516) |
Total operating expenses | 113,993 | 96,503 |
Operating income | 537 | 9,589 |
Interest expense, net | (1,926) | (3,417) |
Net (loss) income before income taxes | (1,389) | 6,172 |
Benefit (provision) from income taxes | 134 | (3,026) |
Net (loss) income | $ (1,255) | $ 3,146 |
Net (loss) income per share – basic (in dollars per share) | $ (0.01) | $ 0.02 |
Net (loss) income per share – diluted (in dollars per share) | $ (0.01) | $ 0.02 |
Weighted average shares outstanding: | ||
Basic (in shares) | 159,385,167 | 154,315,219 |
Diluted (in shares) | 159,385,167 | 157,884,615 |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustments | $ (1,059) | $ 1,149 |
Total comprehensive (loss) income | $ (2,314) | $ 4,295 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED) - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional paid-in capital | Accumulated other comprehensive loss | Retained earnings | Retained earnings Cumulative Effect, Period of Adoption, Adjustment |
Beginning balance (in shares) at Dec. 31, 2022 | 153,990,128 | ||||||
Beginning balance at Dec. 31, 2022 | $ 808,216 | $ 941 | $ 154 | $ 810,186 | $ (2,899) | $ 775 | $ 941 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
RSUs and MSUs vested (in shares) | 371,740 | ||||||
Option exercises (in shares) | 338,949 | ||||||
Option exercises | 2,115 | 2,115 | |||||
ESPP purchase (in shares) | 111,163 | ||||||
ESPP purchase | 882 | 882 | |||||
Stock-based compensation | 11,315 | 11,315 | |||||
Foreign currency translation adjustment | 1,149 | 1,149 | |||||
Net loss | 3,146 | 3,146 | |||||
Ending balance (in shares) at Mar. 31, 2023 | 154,811,980 | ||||||
Ending balance at Mar. 31, 2023 | $ 827,764 | $ 154 | 824,498 | (1,750) | 4,862 | ||
Beginning balance (in shares) at Dec. 31, 2023 | 158,757,620 | 158,757,620 | |||||
Beginning balance at Dec. 31, 2023 | $ 909,456 | $ 159 | 901,259 | (916) | 8,954 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
RSUs and MSUs vested (in shares) | 806,546 | ||||||
RSUs and MSUs vested | 1 | $ 1 | |||||
Option exercises (in shares) | 44,049 | ||||||
Option exercises | 313 | 313 | |||||
ESPP purchase (in shares) | 153,239 | ||||||
ESPP purchase | 1,895 | 1,895 | |||||
Stock-based compensation | 15,725 | 15,725 | |||||
Foreign currency translation adjustment | (1,059) | (1,059) | |||||
Net loss | $ (1,255) | (1,255) | |||||
Ending balance (in shares) at Mar. 31, 2024 | 159,761,454 | 159,761,454 | |||||
Ending balance at Mar. 31, 2024 | $ 925,076 | $ 160 | $ 919,192 | $ (1,975) | $ 7,699 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (1,255) | $ 3,146 |
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 15,080 | 12,825 |
Stock-based compensation | 15,738 | 11,306 |
Foreign currency loss (gain), net | 1,395 | (678) |
Deferred tax benefit | (5) | (2,767) |
Amortization of debt issuance costs | 116 | 116 |
(Reversal of) allowance for credit losses | (188) | 514 |
Changes in operating assets and liabilities: | ||
Decrease in accounts receivable | 6,436 | 6,642 |
Decrease in unbilled receivables | 3,167 | 1,292 |
(Increase) decrease in prepaid expenses and other current assets | (13,759) | 3,063 |
(Increase) decrease in operating leases, net | (202) | 20 |
Decrease (increase) in other long-term assets | 19 | (19) |
Decrease in accounts payable and accrued expenses and other long-term liabilities | (28,278) | (13,073) |
Increase in deferred revenue | 644 | 522 |
(Decrease) increase in due to/from related party | (39) | 47 |
Net cash (used in) provided by operating activities | (1,131) | 22,956 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (1,128) | (1,282) |
Acquisition and development of internal use software and other | (9,163) | (7,060) |
Net cash used in investing activities | (10,291) | (8,342) |
Cash flows from financing activities: | ||
Proceeds from the Revolver | 0 | 75,000 |
Repayment of long-term debt | (30,000) | (85,000) |
Proceeds from exercise of stock options | 313 | 2,115 |
Cash received from Employee Stock Purchase Program | 1,393 | 787 |
Net cash used in financing activities | (28,294) | (7,098) |
Net (decrease) increase in cash, cash equivalents, and restricted cash | (39,716) | 7,516 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (847) | 305 |
Cash, cash equivalents and restricted cash at beginning of period | 127,290 | 89,671 |
Cash, cash equivalents and restricted cash at end of period | 86,727 | 97,492 |
Net cash paid during the period for: | ||
Interest | 1,879 | 3,004 |
Taxes | 268 | 935 |
Non-cash investing and financing activities: | ||
Lease liabilities arising from right of use assets | 189 | 0 |
Property and Equipment | ||
Non-cash investing and financing activities: | ||
Assets acquired included in accounts payable | 2 | 433 |
Internal Use Software | ||
Non-cash investing and financing activities: | ||
Assets acquired included in accounts payable | $ 573 | $ 1,309 |
Description of business
Description of business | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of business | Description of business Integral Ad Science Holding Corp. and its wholly-owned subsidiaries (together, the “Company” or "IAS"), is a leading global digital advertising verification company by revenue. The Company’s mission is to be the global benchmark for trust and transparency in digital media quality for the world’s leading brands, publishers, and platforms. The Company’s cloud-based technology platform provides actionable insights and delivers independent measurement and verification of digital advertising across all devices, channels, and formats, including desktop, mobile, connected TV (“CTV”), social, display, and video. The Company’s proprietary and Media Rating Council (the "MRC") accredited Quality Impressions ® metric is designed to verify that digital ads are served to a real person rather than a bot, in a brand-safe and suitable environment within the correct geography. The Company is an independent, trusted partner for buyers and sellers of digital advertising to increase accountability, transparency, and effectiveness in the market. The Company helps advertisers optimize their ad spend and better measure consumer engagement with campaigns across platforms, while enabling publishers to improve their inventory yield and revenue. The Company operates within the United States ("U.S.") in New York, California, and Illinois. Operations outside the U.S. include but are not limited to countries such as the United Kingdom ("U.K."), Ireland, France, Germany, Spain, Italy, Singapore, Australia, Japan, India, and the Nordics. |
Basis of presentation and summa
Basis of presentation and summary of significant accounting policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of presentation and summary of significant accounting policies | Basis of presentation and summary of significant accounting policies This summary of significant accounting policies is presented to assist in understanding the Company’s condensed consolidated financial statements. These accounting policies have been consistently applied in the preparation of the condensed consolidated financial statements. (a) Basis of presentation The Company’s condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect the financial position, results of operations and cash flows for all periods presented. The year-end condensed balance sheet data was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The accompanying interim Condensed Consolidated Balance Sheets as of March 31, 2024, the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income, of Cash Flows and of Changes in Stockholders’ Equity for the three months ended March 31, 2024 and 2023, and the related footnote disclosures are unaudited. These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in management’s opinion, include all adjustments necessary to state fairly the consolidated financial position of the Company. All adjustments made were of a normal recurring nature. The results for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024, or for any future period. The Company’s significant accounting policies are discussed in Note 2 to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (“SEC”) on February 27, 2024 (the "2023 Form 10-K") and these unaudited condensed consolidated financial statements should be read in conjunction with the 2023 Form 10-K. During Q1, 2024, the Company identified an immaterial error in its previously issued unaudited condensed consolidated financial statements for the three months ended March 31, 2023, six months ended June 30, 2023 and nine months ended September 30, 2023. Specifically, lease liabilities arising from right of use assets within the non-cash investing and financing supplemental disclosure included all leases rather than leases arising during the noted period. We have revised the March 31, 2023 disclosure from $28.1 million to $0 to reflect the activity during that period. We will revise the six months ended June 30, 2023 disclosure from $30.4 million to $3.9 million and the nine months ended September 30, 2023 disclosure from $29.3 million to $4.9 million in our Form 10-Qs for the quarters ended June 30, 2024 and September 30, 2024, respectively, to be filed later this year. These revisions did not impact any other amounts presented in the condensed consolidated financial statements. (b) Basis of consolidation The condensed consolidated financial statements include the accounts of Integral Ad Science Holding Corp. and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. (c) Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates include fair value of assets acquired in business combinations, including assumptions with respect to future cash inflows and outflows, discount rates, assets useful lives, market multiples, the allocation of purchase price consideration in the business combination valuation of acquired assets and liabilities, the estimated useful lives of intangible assets and internal use software, the allowance for credit losses, goodwill impairment testing, assumptions used to calculate equity-based compensation, and the realization of deferred tax assets. The Company bases its estimates on past experience, market conditions, and other assumptions that the Company believes are reasonable under the circumstances, and the Company evaluates these estimates on an ongoing basis. Actual results may differ from these estimates due to risks and uncertainties, including the continued uncertainty surrounding rapidly changing market and economic conditions due to high inflation, changes to fiscal and monetary policy, high interest rates, currency fluctuations, instability in the financial markets and disruptions in European economies as a result of the war in Ukraine and other geopolitical issues. (d) Foreign currency The reporting currency of the Company is the U.S. dollar. The functional currency of our foreign subsidiaries is the currency of the primary economic environment in which they operate, which is their local currency. The financial statements of these subsidiaries are translated into U.S. dollars using month-end rates of exchange for assets and liabilities, and average rates of exchange for revenue, costs and expenses. Translation gains and losses are recorded in accumulated other comprehensive loss in stockholders’ equity. Transaction gains and losses including those on intercompany transactions denominated in a currency other than the functional currency of the entity involved are included in foreign exchange loss, net in the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. For the three months ended March 31, 2024, foreign exchange loss, net consists of unrealized foreign exchange losses of $1,395 and realized transaction losses of $174. For the three months ended March 31, 2023, foreign exchange gain, net consists of unrealized foreign exchange gains of $678 and realized transaction losses of $162. (e) Cash, cash equivalents, and restricted cash Cash equivalents include money market accounts and other highly liquid investments with an original maturity date of three months or less at the time of purchase. Cash amounts with restrictions are classified as restricted cash within the Condensed Consolidated Balance Sheets. The company generated interest income of $954 and $528 during the three months ended March 31, 2024 and 2023, respectively. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Condensed Consolidated Balance Sheets to the amounts shown in the Condensed Consolidated Statements of Cash Flows. March 31, 2024 December 31, 2023 Cash and cash equivalents $ 83,947 $ 124,759 Short term restricted cash 298 54 Long term restricted cash (held in other long-term assets) 2,482 2,477 Total cash, cash equivalents, and restricted cash shown in the Condensed Consolidated Statements of Cash Flows $ 86,727 $ 127,290 (f) Accounts receivable, net Accounts receivable are carried at the original invoiced amount less an allowance for credit losses. The allowance is estimated by pooling accounts receivables based on similar risk characteristics, and expected credit loss exposure is evaluated for each accounts receivable pool. Invoices are typically issued with net 30-days to net 90-days terms. Account balances are considered delinquent if payment is not received by the due date, and the receivables are written off when deemed uncollectible. These costs are recorded in general and administrative expenses within the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. The activity in our allowance for credit losses consists of the following as of: March 31, 2024 March 31, 2023 Balance, beginning of period $ 8,645 $ 6,691 (Decrease) increase in bad debt provision (188) 514 Receivables written off and impact of exchange rates (106) 26 Adoption of ASC 326 — (1,271) Balance, end of period $ 8,351 $ 5,960 (g) Stock-based compensation Stock-based compensation is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite service period, which is generally the vesting period. The Company accounts for forfeitures as they occur. The Company used the following assumptions in valuing its market stock units ("MSUs"), shares granted under the Company's 2021 Employee Stock Purchase Program ("ESPP"), time-based service options, which vest over a period of time subject to continued employment ("Time-Based Options"), and return target options ("Return-Target Options"), which vest upon a realized cash return of the equity investment of funds affiliated with Vista Equity Partners ("Vista"), the Company’s largest shareholder. Expected term — For time-based awards, the estimated expected term of options granted is generally calculated as the vesting period plus the midpoint of the remaining contractual term, as the Company does not have sufficient historical information to develop reasonable expectations surrounding future exercise patterns and post-vesting employment termination behavior. For awards subject to market and performance conditions, the expected term represents the period of time that the options granted are expected to be outstanding. Expected volatility — Volatility is estimated based upon observed option-implied volatilities for the Company in addition to a group of peer companies. The Company believes this is the best estimate of the expected volatility over the weighted-average expected term of its option grants. Risk-free interest rate — The risk-free interest rate is based on the implied yield currently available on U.S. Treasury instruments with terms approximately equal to the expected term of the option. Expected dividend — The expected dividend assumption was based on the Company’s history and expectation of dividend payouts. The Company currently has no history or expectation of paying cash dividends on its common stock. Fair value — Following the pricing of the Initial Public Offering, the Company’s shares have traded publicly, and accordingly the Company uses the applicable closing price of its common stock to determine fair value. The Company used the following assumptions in valuing its stock-based compensation: March 31, 2024 March 31, 2023 Estimated fair value $4.47 $3.35 Expected volatility (%) 50% 60% Expected term (in years) 0.50 0.50 Risk-free interest rate (%) 5.15% 4.79% Dividend yield — — (h) Accounting pronouncements not yet adopted On November 27, 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures," which requires incremental disclosures related to an entity's reportable segments. This ASU is effective for annual periods beginning after December 15, 2023. The Company does not expect the adoption of ASU 2023-07 to have a material impact on its consolidated financial statements. On December 14, 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures," which requires companies to disclose more detailed information in their reconciliation of their statutory tax rate to their effective tax rate. The ASU also requires entities to disclosure more detailed information about income taxes paid, including by jurisdiction, pretax income (or loss) from continuing operations and income tax expense (or benefit). This ASU is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2024. The Company is currently evaluating the impact of the adoption of ASU No. 2023-09 on its consolidated financial statements. |
Property and equipment, net
Property and equipment, net | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Property and equipment, net Property and equipment consisted of the following: Estimated March 31, 2024 December 31, 2023 Computer and office equipment 1 - 3 years $ 4,434 $ 4,070 Computer software 3 - 5 years 218 218 Leasehold improvements Various 2,793 2,535 Furniture 5 years 580 585 Total property and equipment 8,025 7,408 Less: accumulated depreciation (3,937) (3,639) Total property and equipment, net $ 4,088 $ 3,769 Depreciation expense of property and equipment for the three months ended March 31, 2024 and 2023 was $309 and $198, respectively. During the three months ended March 31, 2023, the Company wrote off fully depreciated assets of $267. |
Internal use software, net
Internal use software, net | 3 Months Ended |
Mar. 31, 2024 | |
Internal Use Software [Abstract] | |
Internal use software, net | Internal use software, net Internal use software consisted of the following: Estimated March 31, 2024 December 31, 2023 Internal use software 3 - 5 years $ 78,447 $ 69,797 Less: Assets written off — (33) Less: Accumulated amortization (34,718) (29,463) Total internal use software, net $ 43,729 $ 40,301 |
Intangible assets, net
Intangible assets, net | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible assets, net | Intangible assets, net The gross book value, accumulated amortization, net book value and amortization periods of the intangible assets were as follows: March 31, 2024 Estimated Gross book Accumulated Net book value Weighted Customer relationships 5 - 15 years $ 301,967 $ (149,384) $ 152,583 8.4 years Developed technology 5 years 137,188 (126,932) 10,256 2.4 years Trademarks 5 years - 9 years 19,700 (13,232) 6,468 3.1 years Favorable leases 6 years 198 (189) 9 0.3 years Total $ 459,053 $ (289,737) $ 169,316 December 31, 2023 Estimated Gross book Accumulated Net book value Weighted Customer relationships 5 - 15 years $ 301,994 $ (142,135) $ 159,859 8.6 years Developed technology 5 years 137,361 (125,426) 11,935 2.6 years Trademarks 5 years - 9 years 19,700 (12,604) 7,096 3.4 years Favorable leases 6 years 198 (180) 18 0.5 years Total $ 459,253 $ (280,345) $ 178,908 |
Goodwill
Goodwill | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table provides a roll forward of the changes in the goodwill balance: Goodwill as of December 31, 2023 $ 675,282 Impact of exchange rates (828) Goodwill as of March 31, 2024 $ 674,454 |
Accounts payable and accrued ex
Accounts payable and accrued expenses and other long-term liabilities | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Accounts payable and accrued expenses and other long-term liabilities | Accounts payable and accrued expenses and other long-term liabilities Accounts payable and accrued expenses consisted of the following: March 31, 2024 December 31, 2023 Accounts payable $ 3,206 $ 12,092 Accrued payroll 5,679 9,250 Accrued professional fees 1,820 3,281 Accrued bonuses and commissions 8,522 20,413 Accrued revenue sharing 3,652 4,136 Taxes payable 7,009 6,436 Accrued hosting fees 5,445 9,475 Other accrued expenses 6,843 7,149 Total accounts payable and accrued expenses $ 42,176 $ 72,232 Other long-term liabilities consisted of the following: March 31, 2024 December 31, 2023 Security deposit received $ 672 $ 672 Uncertain tax positions 5,500 5,511 Total Other long-term liabilities $ 6,172 $ 6,183 |
Long-term debt
Long-term debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Long-term debt | Long-term debt On September 29, 2021, the Company entered into a credit agreement with various lenders, which was amended on June 23, 2023 (as amended, the "Credit Agreement”). The Credit Agreement provides for an initial $300,000 in commitments for revolving credit loans (the “Revolver”), which amount may be increased or decreased under specific circumstances, with a $30,000 letter of credit sublimit and a $100,000 alternative currency sublimit. In addition, the Credit Agreement provides for the ability to request incremental term loan facilities, in a minimum amount of $5,000 for each facility. Borrowings pursuant to the Credit Agreement may be used for working capital and other general corporate purposes, including for acquisitions permitted under the Credit Agreement. During the three months ended March 31, 2024, the Company had no draw downs and paid down $30,000 on the Revolver. Borrowings under the Credit Agreement are scheduled to mature on September 29, 2026. The Credit Agreement contains certain customary events of default including failure to make payments when due thereunder, and failure to observe or perform certain covenants. In connection with the entry into the Revolver, the Company incurred costs of $2,318 that are included in Long-term debt, net, in the Condensed Consolidated Balance Sheets. The June 23, 2023, amendment changed the market interest rate on outstanding borrowings from LIBOR to SOFR. The amendment became effective at the end of the applicable interest period for any LIBOR borrowings outstanding on the amendment effective date, which was June 30, 2023. The interest rates for the Revolver under the Credit Agreement (i) for U.S. dollar loans are equal to the applicable rate for base rate loans range from 0.75% to 1.50% per annum, (ii) for Term SOFR Loans (as defined in the Credit Agreement) ranging from 1.75% to 2.50% per annum, (iii) for RFR Loans (as defined in the Credit Agreement) denominated in sterling range from 1.7826% to 2.5326%, and (iv) for RFR Loans denominated in euro range from 1.7965% to 2.5456%, in each case, based on the Senior Secured Net Leverage Ratio (as defined in the Credit Agreement). Base rate borrowings may only be made in dollars. The Company is required to pay a commitment fee during the term of the Credit Agreement ranging from 0.20% to 0.35% per annum of the average daily undrawn portion of the revolving commitments based on the Senior Secured Net Leverage Ratio. The interest rate on March 31, 2024 was 7.4%. Any borrowings under the Credit Agreement may be repaid, in whole or in part, at any time and from time to time without premium or penalty other than customary breakage costs, and any amounts repaid may be reborrowed. No mandatory prepayments will be required other than when borrowings and letter of credit usage exceed the aggregate commitment of all lenders. The Credit Agreement contains covenants requiring certain financial information to be submitted quarterly and annually. In addition, the Company is also required to comply with certain financial covenants such as maintaining a Total Net Leverage Ratio (as defined in the Credit Agreement) of 3.50 to 1.00 or lower and maintaining a minimum Interest Coverage Ratio (as defined in the Credit Agreement) of 2.50 to 1.00. As of March 31, 2024, the Company was in compliance with all covenants contained in the Credit Agreement. March 31, 2024 December 31, 2023 Revolver $ 125,000 $ 155,000 Less: Unamortized debt issuance costs (1,159) (1,275) Total carrying amount $ 123,841 $ 153,725 Amortization of debt issuance costs for the three months ended March 31, 2024 and 2023 was $116 and $116, respectively. Amortization of debt issuance costs is recorded to interest expense, net on the Company's Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. The Company recognized interest expense of $2,765 and $3,830 during the three months ended March 31, 2024 and 2023, respectively. Future principal payments of long-term debt as of March 31, 2024 are as follows: Year Ending 2024 $ — 2025 — 2026 125,000 $ 125,000 |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income taxes At the end of each interim period, the Company estimates the annual expected effective income tax rate and applies that rate to its ordinary year-to-date earnings or loss. The income tax provision or benefit related to significant, unusual, or extraordinary items, if applicable, that will be separately reported or reported net of their related tax effects are individually computed and recognized in the interim period in which they occur. In addition, the effect of changes in enacted tax laws or rates, tax status, judgment on the realizability of a beginning-of-the-year deferred tax asset in future years or unrecognized tax benefits is recognized in the interim period in which the change occurs. The computation of the annual expected effective income tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected pre-tax income (or loss) for the year, projections of the proportion of income (and/or loss) earned and taxed in foreign jurisdictions, permanent and temporary differences, and the likelihood of the realization of deferred tax assets generated in the current year. The accounting estimates used to compute the provision or benefit for income taxes may change as new events occur, more experience is acquired, additional information is obtained or the Company’s tax environment changes. To the extent that the expected annual effective income tax rate changes during a quarter, the effect of the change on prior quarters is included in income tax provision in the quarter in which the change occurs. For the three months ended March 31, 2024, the Company recorded an income tax benefit of $134 and for the three months ended March 31, 2023, the Company recorded an income tax provision of $3,026. The Company’s effective tax rate for the three months ended March 31, 2024 and 2023 was 9.6% and 49.0%, respectively. The Company's effective tax rate for the three months ended March 31, 2024 is lower than for the respective three months ended March 31, 2023, primarily due to non-deductible stock-based compensation and other permanent tax differences and discrete items. |
Segment data
Segment data | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Segment data | Segment data Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and in assessing performance. The Company’s Chief Executive Officer is the CODM. The Company manages its operations as a single segment for the purpose of assessing and making operating decisions. The CODM allocates resources and assesses performance based upon financial information at the consolidated level. Since the Company operates in one operating segment, all required financial segment information can be found in the condensed consolidated financial statements. The following table summarizes revenue by geographic area: Three Months Ended March 31, 2024 2023 North and South America (“Americas”) $ 78,519 $ 74,201 Europe, Middle East and Africa (“EMEA”) 27,227 24,063 Asia and Pacific Rim (“APAC”) 8,784 7,828 Total revenue $ 114,530 $ 106,092 For the three months ended March 31, 2024 and 2023, revenue in the U.S. was $74,284 and $70,615, respectively. The following table summarizes long lived assets, net by geographic area: March 31, 2024 December 31, 2023 Americas $ 12,594 $ 13,848 EMEA 8,239 8,577 APAC 3,021 3,012 Total long-lived assets $ 23,854 $ 25,437 |
Stock-based compensation
Stock-based compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation | Stock-based compensation Total stock-based compensation expense for all equity arrang ements for the three and three months e nded March 31, 2024 and 2023 were as follows: Three Months Ended March 31, 2024 2023 Cost of revenue $ 124 $ 84 Sales and marketing 5,738 3,887 Technology and development 4,399 3,170 General and administrative 5,477 4,165 Total $ 15,738 $ 11,306 The Company maintains multiple stock-based incentive compensation plans. Expense relating to outstanding awards under such plans is summarized as follows: Three Months Ended March 31, Unamortized expense as of Weighted 2024 2023 March 31, 2024 Time Based Options 2018 Plan $ 445 $ 1,092 2021 Plan 536 671 Total Time Based Options Expense $ 981 $ 1,763 $ 3,011 1.2 years Return Target Options 2018 Plan $ — $ — 2021 Plan — — Total Return Target Options Expense $ — $ — $ — 0.0 years LTIP Expense (2018 Plan) $ — $ — Other equity awards under 2021 Plan Restricted Stock Units ("RSUs") $ 9,565 $ 7,261 $ 96,309 2.8 years Market Stock Units ("MSUs") 4,619 1,887 14,328 3.0 years Other equity awards under 2021 Plan expense $ 14,184 $ 9,148 $ 110,637 Employee Stock Purchase Plan "ESPP" $ 573 $ 395 Total Stock-Based Compensation Expense $ 15,738 $ 11,306 $ 113,648 Integral Ad Science Holding Corp. Amended and Restated 2018 Non-Qualified Stock Option Plan On August 1, 2018, the Company adopted the 2018 Non-Qualified Stock Option Plan (“2018 Plan”). Under the 2018 Plan, the Company issued (i) Time-Based Options that vest over four years with 25% vesting after twelve months and an additional 6.25% vesting at the end of each successive quarter thereafter; and (ii) Return-Target Options that were to vest upon the first to occur of sale of the Company, or, sale or transfer to any third party of shares, as a result of which, any person or group other than Vista, obtains possession of voting power to elect a majority of the Board or any other governing body and the achievement of a total equity return multiple of 3.0 or greater. The 2018 Plan contained a provision wherein, the Time-Based Options could be repurchased by the Company at cost upon resignation of the employee. Due to this repurchase feature, the Time-Based Options did not provide the employee with the potential benefits associated with a stock award holder, and therefore, these awards were not accounted for as a stock-based award under ASC 718, Compensation - Stock Compensation but instead, compensation cost was recognized when the benefit to the employee was determined to be probable. The Return-Target Options were considered to contain both market (total stockholder return threshold) and performance (exit event) conditions. As such, the award was measured on the date of grant. Since the conditions for vesting related to the Return-Target Options were not met prior to the IPO, no stock-based compensation was recognized in the pre-IPO financial statements of the Company. In connection with the IPO, the 2018 Plan was amended and restated (the “Amended and Restated 2018 Plan”) with the following modifications: (i) the provision to repurchase the Time-Based Options at cost upon resignation of the employee was removed and (ii) the Return-Target Options were modified to include vesting upon a sale of shares by Vista following the IPO resulting in Vista realizing a cash return on its investment in the Company equaling or exceeding $1.17 billion. As a result of the modification to the Time-Based Options, the awards became subject to the guidance in ASC 718, Compensation - Stock Compensation . As the return multiple and vesting conditions associated with the Return-Target Options were also modified, the Company fair valued the Return-Target Options using a Monte Carlo simulation model. The Return-Target Options become exercisable following both (i) a registration of shares of common stock held by Vista and (ii) Vista realizing a cash return on its investment in the Company equaling or exceeding $1.17 billion. Vesting of the Time-Based Options accelerates when the Return-Target Options vest and therefore, recognition of the remaining unamortized stock compensation expense related to the Time-Based Options will accelerate when the Return-Target Options vest. The total number of Time-Based Options and Return Target Options outstanding under the Amended and Restated 2018 Plan as of March 31, 2024 were 2,251,431 and 1,342,092, respectively. The Company does not expect to issue any additional awards under the Amended and Restated 2018 Plan. 2021 Omnibus Incentive Plan (“2021 Plan”) On June 29, 2021, the Company adopted the 2021 Plan to incentivize execu tive officers, management, employees, consultants and directors of the Company and to align the interests of the participants with those of the Company’s share holders. As of March 31, 2024, there were 43,059,189 shares reserved for issuance under the 2021 Plan. The total number of shares reserved for issuance under the 2021 Plan is increased on January 1 of each of the first 10 calendar years during the term of the 2021 Plan, by the lesser of (i) 5% of the total number of shares of common stock outstanding on each December 31 st immediately prior to the date of increase or (ii) such number of shares of common stock determined by our Board or compensation committee. As of March 31, 2024, there were 1,147,846 total options outstanding under the 2021 Plan, consisting of 764,908 Time-Based Options and 382,938 Return-Target Options. The vesting conditions for the options issued under the 2021 Plan are identical to those described under the Amended and Restated 2018 Plan. Stock option activity for the three months ended March 31, 2024 is as follows: Time-Based Options Stock options Weighted Weighted average Aggregate Outstanding as of December 31, 2023 3,060,388 $ 7.70 5.70 $ 23,251 Canceled or forfeited — — — — Exercised (44,049) 7.10 — — Outstanding at March 31, 2024 3,016,339 $ 7.70 5.44 $ 12,978 Vested and expected to vest at March 31, 2024 3,016,339 $ 7.70 5.44 $ 12,978 Exercisable as of March 31, 2024 2,725,775 $ 6.82 5.26 $ 12,815 Return-Target Options Stock options Weighted Weighted average Aggregate Outstanding as of December 31, 2023 1,725,030 $ 7.47 5.78 $ 13,318 Canceled or forfeited — — — — Exercised — — — — Outstanding at March 31, 2024 1,725,030 $ 7.47 5.53 $ 7,386 Vested and expected to vest at March 31, 2024 1,725,030 $ 7.47 5.53 $ 7,386 Exercisable as of March 31, 2024 — — — — Restricted Stock Units ("RSUs") RSUs under the 2021 Plan granted prior to May 2022 vest 25% each year and become fully vested after four years of service. RSUs under the 2021 Plan granted during or after May 2022 vest 6.25% at the end of each successive quarter and become fully vested after four years of service. RSU activity for the three months ended March 31, 2024 is as follows: RSUs Number of shares Weighted average Outstanding as of December 31, 2023 9,014,435 $ 12.41 Granted 382,425 13.67 Canceled or forfeited (137,820) 11.53 Vested (732,894) 12.31 Outstanding as of March 31, 2024 8,526,146 $ 12.49 Expected to vest as of March 31, 2024 8,526,146 Market Stock Units ("MSUs") The Company granted MSUs under the 2021 Plan to certain executive officers. MSUs vest over four years, 25% on the first anniversary of the vesting commencement date and 6.25% at the end of each quarter thereafter. The number of MSUs eligible to vest is based on the performance of the Company's common stock over each applicable vesting period. The number of shares eligible to vest is calculated based on a payout factor. The payout factor is calculated by dividing (i) the average closing price of the Company's stock during the ten trading days immediately preceding the applicable vesting date by (ii) the closing price of the Company's stock on the vesting commencement date. The payout factor is zero if such quotient is less than 0.60 and is capped at 2.25. Such quotient is then multiplied by the target number of MSUs granted to the relevant officer to determine the number of shares to be issued to the officer at vesting. The grant date fair value of the MSUs was determined using a Monte-Carlo simulation. The Company uses the accelerated attribution method to account for these awards. MSU activity for the three months ended March 31, 2024 is as follows: MSUs Number of shares Weighted average Outstanding as of December 31, 2023 1,800,486 $ 19.28 Granted — — Canceled or forfeited — — Change in awards based on performance 17,249 15.15 Vested (73,652) 19.04 Outstanding as of March 31, 2024 1,744,083 $ 19.41 Expected to vest as of March 31, 2024 1,744,083 2021 Employee Stock Purchase Plan The Company adopted the ESPP for the primary purpose of incentivizing employees in future periods. As of March 31, 2024, 6,161,033 shares of common stock are reserved for issuance under the ESPP. The number of shares available for issuance under the ESPP is increased on January 1 st of each calendar year, ending in and including 2031, by an amount equal to the lesser of (i) 1% of the shares outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number 1of shares as is determined by our Board, subject to a maximum of 16,000,000 shares of our common stock for the portion of the ESPP intended to qualify as an employee stock purchase plan under Section 423 of the Internal Revenue Code. All Company employees and employees of designated subsidiaries are eligible to participate in the ESPP and may purchase shares through payroll deductions of up to 15% of their eligible compensation, subject to a maximum of $25 in any annual period for the portion of the ESPP intended to qualify as an employee purchase plan under Section 423 of the Internal Revenue Code. The ESPP provides eligible employees the opportunity to purchase shares of the Company's common stock through payroll deductions at a price equal to 85% of the fair market value of the shares on (i) the first business day of the offering period or (ii) the last business day of the offering period, whichever is lower. The ESPP is offered to employees in six-month windows, with phases beginning on February 1 and August 1 of each calendar year. For the window that ended on January 31, 2023, employees purchased 111,163 shares at a price of $7.93 per share. For the window that ended on January 31, 2024, employees purchased 153,239 shares at a price of $12.37 per share. As of March 31, 2024, 5,734,225 shares were available for future purchase under the ESPP. |
Stockholders' equity
Stockholders' equity | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' equity | Stockholders’ equity As of March 31, 2024, our authorized common stock consists of 500,000,000 shares of common stock, par value $0.001 per share and 50,000,000 preferred stock, par value $0.001 per share. For the three months ended March 31, 2024, the Company issued 806,546 shares of common stock for vested RSUs and MSUs, employees exercised stock options in exchange for 44,049 shares of common stock for $313, and employees purchased 153,239 shares of common stock through the ESPP. |
Commitments and contingencies
Commitments and contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingencies Indemnifications In its normal course of business, the Company has made certain indemnities, commitments, and guarantees under which it may be required to make payments in relation to certain transactions. Those indemnities include intellectual property indemnities to the Company’s customers, indemnities to directors and officers of the Company to the maximum extent permitted under the laws of the State of Delaware, and indemnifications related to the Company’s lease agreements. In addition, the Company’s advertiser and distribution partner agreements contain certain indemnification provisions which are generally consistent with those prevalent in the Company’s industry. The Company has not incurred any obligations under indemnification provisions historically and does not expect to incur significant obligations in the future. Accordingly, the Company has not recorded any liability for these indemnities, commitments, and guarantees in the accompanying balance sheets. Purchase commitments In the ordinary course of business, the Company enters into various purchase commitments primarily related to third-party cloud hosting and data services, and information technology operations. Total non-cancelable purchase commitments as of March 31, 2024 were approximately $145,129 for periods through 2028. |
Net (loss) income per share
Net (loss) income per share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net (loss) income per share | Net (loss) income per share Basic and diluted income (loss) per share is computed by dividing net income (loss) by the weighted-average shares outstanding: Three Months Ended March 31, 2024 2023 Numerator: Net (loss) income $ (1,255) $ 3,146 Denominator: Basic Shares: Weighted-average shares outstanding 159,385,167 154,315,219 Diluted Shares: Basic weighted-average shares outstanding 159,385,167 154,315,219 Dilutive effect of stock-based awards — 3,569,396 Weighted-average diluted shares outstanding 159,385,167 157,884,615 Net (loss) income per share: Basic $ (0.01) $ 0.02 Diluted $ (0.01) $ 0.02 The following potential outstanding equity awards were excluded from the computation of diluted net income (loss) per share attributable to common stockholders for the periods presented given that their inclusion would have been anti-dilutive. Three Months Ended March 31, 2024 2023 Options to purchase common stock 4,758,393 3,624,277 Restricted stock units 8,753,048 1,806,679 Market stock units 1,286,166 — ESPP 201,034 — Total 14,998,641 5,430,956 |
Fair value disclosures
Fair value disclosures | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair value disclosures | Fair value disclosures Assets and liabilities measured at fair value on a recurring basis The Company invests in money market funds, which are measured and recorded at fair value on a recurring basis at each reporting period. Money market funds are valued based on quoted market prices in active markets and classified within Level 1 of the fair value hierarchy. The following table summarizes our cash equivalents measured at fair value on a recurring basis: Fair value hierarchy Fair value Money market funds March 31, 2024 Level 1 $ 15,529 December 31, 2023 Level 1 $ 15,331 The carrying value of cash and cash equivalents, restricted cash, accounts receivable and accounts payable approximated fair value due to their short maturities. Financial instruments |
Related-party transactions
Related-party transactions | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related-party transactions | Related-party transactions The Company incurs various travel and other expenses related to services provided by Vista Equity Partners Management, LLC (“VEP”). For the three months ended March 31, 2024 and 2023, the Company incurred expenses of $16 and $25, respectively. These costs were included in general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. Amounts due to VEP as of March 31, 2024 and December 31, 2023 were $10 and $30, respectively. The Company had other related party transactions with companies owned by Vista Equity Partners that are immaterial individually and in aggregate to the Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. In January 2024, underwriters exercised their option to purchase an additional 1,650,000 shares of the Company's common stock from funds affiliated with Vista, in connection with the secondary offering completed in December 2023. The Company did not receive any proceeds from these sales. |
Restructuring
Restructuring | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring In December 2022, the Company announced a reduction in workforce of approximately 120 employees to better align resources, consistent with the Company’s strategy of increasing operational efficiency and improving productivity. There was no activity during the quarter ended March 31, 2024 as there was no remaining liability as of December 31, 2023. Activity for the three months ended March 31, 2023, was as follows: Balance at December 31, 2022 $ 4,315 Payments and impact of FX (3,069) Balance at March 31, 2023 $ 1,246 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Equity Grants Subsequent to March 31, 2024, the Company granted (i) RSUs with a grant date fair value aggregating $29.8 million to employees and (ii) MSUs with a grant date fair value aggregating $20.7 million to certain executive officers. The terms of the RSU and MSU awards are consistent with existing awards as described in Note 11. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net (loss) income | $ (1,255) | $ 3,146 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of presentation and sum_2
Basis of presentation and summary of significant accounting policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The Company’s condensed consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and reflect the financial position, results of operations and cash flows for all periods presented. The year-end condensed balance sheet data was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The accompanying interim Condensed Consolidated Balance Sheets as of March 31, 2024, the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income, of Cash Flows and of Changes in Stockholders’ Equity for the three months ended March 31, 2024 and 2023, and the related footnote disclosures are unaudited. These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in management’s opinion, include all adjustments necessary to state fairly the consolidated financial position of the Company. All adjustments made were of a normal recurring nature. The results for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024, or for any future period. |
Basis of consolidation | Basis of consolidation The condensed consolidated financial statements include the accounts of Integral Ad Science Holding Corp. and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates include fair value of assets acquired in business combinations, including assumptions with respect to future cash inflows and outflows, discount rates, assets useful lives, market multiples, the |
Foreign currency | Foreign currencyThe reporting currency of the Company is the U.S. dollar. The functional currency of our foreign subsidiaries is the currency of the primary economic environment in which they operate, which is their local currency. The financial statements of these subsidiaries are translated into U.S. dollars using month-end rates of exchange for assets and liabilities, and average rates of exchange for revenue, costs and expenses. Translation gains and losses are recorded in accumulated other comprehensive loss in stockholders’ equity. Transaction gains and losses including those on intercompany transactions denominated in a currency other than the functional currency of the entity involved are included in foreign exchange loss, net in the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. |
Cash, cash equivalents, and restricted cash | Cash, cash equivalents, and restricted cashCash equivalents include money market accounts and other highly liquid investments with an original maturity date of three months or less at the time of purchase. Cash amounts with restrictions are classified as restricted cash within the Condensed Consolidated Balance Sheets. |
Accounts receivable, net | Accounts receivable, net Accounts receivable are carried at the original invoiced amount less an allowance for credit losses. The allowance is estimated by pooling accounts receivables based on similar risk characteristics, and expected credit loss exposure is evaluated for each accounts receivable pool. Invoices are typically issued with net 30-days to net 90-days terms. Account balances are considered delinquent if payment is not received by the due date, and the receivables are written off when deemed uncollectible. These costs are recorded in general and administrative expenses within the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. |
Stock-based compensation | Stock-based compensation Stock-based compensation is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite service period, which is generally the vesting period. The Company accounts for forfeitures as they occur. The Company used the following assumptions in valuing its market stock units ("MSUs"), shares granted under the Company's 2021 Employee Stock Purchase Program ("ESPP"), time-based service options, which vest over a period of time subject to continued employment ("Time-Based Options"), and return target options ("Return-Target Options"), which vest upon a realized cash return of the equity investment of funds affiliated with Vista Equity Partners ("Vista"), the Company’s largest shareholder. Expected term — For time-based awards, the estimated expected term of options granted is generally calculated as the vesting period plus the midpoint of the remaining contractual term, as the Company does not have sufficient historical information to develop reasonable expectations surrounding future exercise patterns and post-vesting employment termination behavior. For awards subject to market and performance conditions, the expected term represents the period of time that the options granted are expected to be outstanding. Expected volatility — Volatility is estimated based upon observed option-implied volatilities for the Company in addition to a group of peer companies. The Company believes this is the best estimate of the expected volatility over the weighted-average expected term of its option grants. Risk-free interest rate — The risk-free interest rate is based on the implied yield currently available on U.S. Treasury instruments with terms approximately equal to the expected term of the option. Expected dividend — The expected dividend assumption was based on the Company’s history and expectation of dividend payouts. The Company currently has no history or expectation of paying cash dividends on its common stock. Fair value — Following the pricing of the Initial Public Offering, the Company’s shares have traded publicly, and accordingly the Company uses the applicable closing price of its common stock to determine fair value. |
Accounting pronouncements not yet adopted | Accounting pronouncements not yet adopted On November 27, 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures," which requires incremental disclosures related to an entity's reportable segments. This ASU is effective for annual periods beginning after December 15, 2023. The Company does not expect the adoption of ASU 2023-07 to have a material impact on its consolidated financial statements. On December 14, 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures," which requires companies to disclose more detailed information in their reconciliation of their statutory tax rate to their effective tax rate. The ASU also requires entities to disclosure more detailed information about income taxes paid, including by jurisdiction, pretax income (or loss) from continuing operations and income tax expense (or benefit). This ASU is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2024. The Company is currently evaluating the impact of the adoption of ASU No. 2023-09 on its consolidated financial statements. |
Basis of presentation and sum_3
Basis of presentation and summary of significant accounting policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Condensed Consolidated Balance Sheets to the amounts shown in the Condensed Consolidated Statements of Cash Flows. March 31, 2024 December 31, 2023 Cash and cash equivalents $ 83,947 $ 124,759 Short term restricted cash 298 54 Long term restricted cash (held in other long-term assets) 2,482 2,477 Total cash, cash equivalents, and restricted cash shown in the Condensed Consolidated Statements of Cash Flows $ 86,727 $ 127,290 |
Schedule of Restricted Cash | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Condensed Consolidated Balance Sheets to the amounts shown in the Condensed Consolidated Statements of Cash Flows. March 31, 2024 December 31, 2023 Cash and cash equivalents $ 83,947 $ 124,759 Short term restricted cash 298 54 Long term restricted cash (held in other long-term assets) 2,482 2,477 Total cash, cash equivalents, and restricted cash shown in the Condensed Consolidated Statements of Cash Flows $ 86,727 $ 127,290 |
Schedule of Allowance for Credit Losses | The activity in our allowance for credit losses consists of the following as of: March 31, 2024 March 31, 2023 Balance, beginning of period $ 8,645 $ 6,691 (Decrease) increase in bad debt provision (188) 514 Receivables written off and impact of exchange rates (106) 26 Adoption of ASC 326 — (1,271) Balance, end of period $ 8,351 $ 5,960 |
Schedule of Valuation Assumptions of Stock Options | The Company used the following assumptions in valuing its stock-based compensation: March 31, 2024 March 31, 2023 Estimated fair value $4.47 $3.35 Expected volatility (%) 50% 60% Expected term (in years) 0.50 0.50 Risk-free interest rate (%) 5.15% 4.79% Dividend yield — — |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: Estimated March 31, 2024 December 31, 2023 Computer and office equipment 1 - 3 years $ 4,434 $ 4,070 Computer software 3 - 5 years 218 218 Leasehold improvements Various 2,793 2,535 Furniture 5 years 580 585 Total property and equipment 8,025 7,408 Less: accumulated depreciation (3,937) (3,639) Total property and equipment, net $ 4,088 $ 3,769 |
Internal use software, net (Tab
Internal use software, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Internal Use Software [Abstract] | |
Schedule of Internal Use Software, Net | Internal use software consisted of the following: Estimated March 31, 2024 December 31, 2023 Internal use software 3 - 5 years $ 78,447 $ 69,797 Less: Assets written off — (33) Less: Accumulated amortization (34,718) (29,463) Total internal use software, net $ 43,729 $ 40,301 |
Intangible assets, net (Tables)
Intangible assets, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Gross Book Value, Accumulated Amortization, Net Book Value and Amortization Periods of Intangible Assets | The gross book value, accumulated amortization, net book value and amortization periods of the intangible assets were as follows: March 31, 2024 Estimated Gross book Accumulated Net book value Weighted Customer relationships 5 - 15 years $ 301,967 $ (149,384) $ 152,583 8.4 years Developed technology 5 years 137,188 (126,932) 10,256 2.4 years Trademarks 5 years - 9 years 19,700 (13,232) 6,468 3.1 years Favorable leases 6 years 198 (189) 9 0.3 years Total $ 459,053 $ (289,737) $ 169,316 December 31, 2023 Estimated Gross book Accumulated Net book value Weighted Customer relationships 5 - 15 years $ 301,994 $ (142,135) $ 159,859 8.6 years Developed technology 5 years 137,361 (125,426) 11,935 2.6 years Trademarks 5 years - 9 years 19,700 (12,604) 7,096 3.4 years Favorable leases 6 years 198 (180) 18 0.5 years Total $ 459,253 $ (280,345) $ 178,908 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | The following table provides a roll forward of the changes in the goodwill balance: Goodwill as of December 31, 2023 $ 675,282 Impact of exchange rates (828) Goodwill as of March 31, 2024 $ 674,454 |
Accounts payable and accrued _2
Accounts payable and accrued expenses and other long-term liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following: March 31, 2024 December 31, 2023 Accounts payable $ 3,206 $ 12,092 Accrued payroll 5,679 9,250 Accrued professional fees 1,820 3,281 Accrued bonuses and commissions 8,522 20,413 Accrued revenue sharing 3,652 4,136 Taxes payable 7,009 6,436 Accrued hosting fees 5,445 9,475 Other accrued expenses 6,843 7,149 Total accounts payable and accrued expenses $ 42,176 $ 72,232 |
Schedule of Other Long-Term Liabilities | Other long-term liabilities consisted of the following: March 31, 2024 December 31, 2023 Security deposit received $ 672 $ 672 Uncertain tax positions 5,500 5,511 Total Other long-term liabilities $ 6,172 $ 6,183 |
Long-term debt (Tables)
Long-term debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | As of March 31, 2024, the Company was in compliance with all covenants contained in the Credit Agreement. March 31, 2024 December 31, 2023 Revolver $ 125,000 $ 155,000 Less: Unamortized debt issuance costs (1,159) (1,275) Total carrying amount $ 123,841 $ 153,725 |
Schedule of Future Principal Payments of Long-term Debt | Future principal payments of long-term debt as of March 31, 2024 are as follows: Year Ending 2024 $ — 2025 — 2026 125,000 $ 125,000 |
Segment data (Tables)
Segment data (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas | The following table summarizes revenue by geographic area: Three Months Ended March 31, 2024 2023 North and South America (“Americas”) $ 78,519 $ 74,201 Europe, Middle East and Africa (“EMEA”) 27,227 24,063 Asia and Pacific Rim (“APAC”) 8,784 7,828 Total revenue $ 114,530 $ 106,092 The following table summarizes long lived assets, net by geographic area: March 31, 2024 December 31, 2023 Americas $ 12,594 $ 13,848 EMEA 8,239 8,577 APAC 3,021 3,012 Total long-lived assets $ 23,854 $ 25,437 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Allocation of Recognized Period Costs | Total stock-based compensation expense for all equity arrang ements for the three and three months e nded March 31, 2024 and 2023 were as follows: Three Months Ended March 31, 2024 2023 Cost of revenue $ 124 $ 84 Sales and marketing 5,738 3,887 Technology and development 4,399 3,170 General and administrative 5,477 4,165 Total $ 15,738 $ 11,306 The Company maintains multiple stock-based incentive compensation plans. Expense relating to outstanding awards under such plans is summarized as follows: Three Months Ended March 31, Unamortized expense as of Weighted 2024 2023 March 31, 2024 Time Based Options 2018 Plan $ 445 $ 1,092 2021 Plan 536 671 Total Time Based Options Expense $ 981 $ 1,763 $ 3,011 1.2 years Return Target Options 2018 Plan $ — $ — 2021 Plan — — Total Return Target Options Expense $ — $ — $ — 0.0 years LTIP Expense (2018 Plan) $ — $ — Other equity awards under 2021 Plan Restricted Stock Units ("RSUs") $ 9,565 $ 7,261 $ 96,309 2.8 years Market Stock Units ("MSUs") 4,619 1,887 14,328 3.0 years Other equity awards under 2021 Plan expense $ 14,184 $ 9,148 $ 110,637 Employee Stock Purchase Plan "ESPP" $ 573 $ 395 Total Stock-Based Compensation Expense $ 15,738 $ 11,306 $ 113,648 |
Schedule of Stock Option Activity | Stock option activity for the three months ended March 31, 2024 is as follows: Time-Based Options Stock options Weighted Weighted average Aggregate Outstanding as of December 31, 2023 3,060,388 $ 7.70 5.70 $ 23,251 Canceled or forfeited — — — — Exercised (44,049) 7.10 — — Outstanding at March 31, 2024 3,016,339 $ 7.70 5.44 $ 12,978 Vested and expected to vest at March 31, 2024 3,016,339 $ 7.70 5.44 $ 12,978 Exercisable as of March 31, 2024 2,725,775 $ 6.82 5.26 $ 12,815 Return-Target Options Stock options Weighted Weighted average Aggregate Outstanding as of December 31, 2023 1,725,030 $ 7.47 5.78 $ 13,318 Canceled or forfeited — — — — Exercised — — — — Outstanding at March 31, 2024 1,725,030 $ 7.47 5.53 $ 7,386 Vested and expected to vest at March 31, 2024 1,725,030 $ 7.47 5.53 $ 7,386 Exercisable as of March 31, 2024 — — — — |
Schedule of Restricted Stock Unit Activity | RSU activity for the three months ended March 31, 2024 is as follows: RSUs Number of shares Weighted average Outstanding as of December 31, 2023 9,014,435 $ 12.41 Granted 382,425 13.67 Canceled or forfeited (137,820) 11.53 Vested (732,894) 12.31 Outstanding as of March 31, 2024 8,526,146 $ 12.49 Expected to vest as of March 31, 2024 8,526,146 |
Schedule of Share-Based Payment Arrangement, Market Stock Unit, Activity | MSU activity for the three months ended March 31, 2024 is as follows: MSUs Number of shares Weighted average Outstanding as of December 31, 2023 1,800,486 $ 19.28 Granted — — Canceled or forfeited — — Change in awards based on performance 17,249 15.15 Vested (73,652) 19.04 Outstanding as of March 31, 2024 1,744,083 $ 19.41 Expected to vest as of March 31, 2024 1,744,083 |
Net (loss) income per share (Ta
Net (loss) income per share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Basic and diluted income (loss) per share is computed by dividing net income (loss) by the weighted-average shares outstanding: Three Months Ended March 31, 2024 2023 Numerator: Net (loss) income $ (1,255) $ 3,146 Denominator: Basic Shares: Weighted-average shares outstanding 159,385,167 154,315,219 Diluted Shares: Basic weighted-average shares outstanding 159,385,167 154,315,219 Dilutive effect of stock-based awards — 3,569,396 Weighted-average diluted shares outstanding 159,385,167 157,884,615 Net (loss) income per share: Basic $ (0.01) $ 0.02 Diluted $ (0.01) $ 0.02 |
Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share | The following potential outstanding equity awards were excluded from the computation of diluted net income (loss) per share attributable to common stockholders for the periods presented given that their inclusion would have been anti-dilutive. Three Months Ended March 31, 2024 2023 Options to purchase common stock 4,758,393 3,624,277 Restricted stock units 8,753,048 1,806,679 Market stock units 1,286,166 — ESPP 201,034 — Total 14,998,641 5,430,956 |
Fair value disclosures (Tables)
Fair value disclosures (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Cash Equivalents Measured at Fair Value on a Recurring Basis | The following table summarizes our cash equivalents measured at fair value on a recurring basis: Fair value hierarchy Fair value Money market funds March 31, 2024 Level 1 $ 15,529 December 31, 2023 Level 1 $ 15,331 |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve Activity | Activity for the three months ended March 31, 2023, was as follows: Balance at December 31, 2022 $ 4,315 Payments and impact of FX (3,069) Balance at March 31, 2023 $ 1,246 |
Basis of presentation and sum_4
Basis of presentation and summary of significant accounting policies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Jun. 30, 2023 | Sep. 30, 2023 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Lease liabilities arising from right of use assets | $ 189 | $ 0 | $ 3,900 | $ 4,900 |
Unrealized foreign currency gains (losses) | (1,395) | 678 | ||
Realized foreign currency gains (losses) | (174) | (162) | ||
Interest income | $ 954 | 528 | ||
Previously Reported | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Lease liabilities arising from right of use assets | $ 28,100 | $ 30,400 | $ 29,300 |
Basis of presentation and sum_5
Basis of presentation and summary of significant accounting policies - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 83,947 | $ 124,759 | ||
Short term restricted cash | 298 | 54 | ||
Long term restricted cash (held in other long-term assets) | 2,482 | 2,477 | ||
Total cash, cash equivalents, and restricted cash shown in the Condensed Consolidated Statements of Cash Flows | $ 86,727 | $ 127,290 | $ 97,492 | $ 89,671 |
Basis of presentation and sum_6
Basis of presentation and summary of significant accounting policies - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance, beginning of period | $ 8,645 | $ 6,691 |
(Decrease) increase in bad debt provision | (188) | 514 |
Receivables written off and impact of exchange rates | (106) | 26 |
Balance, end of period | 8,351 | 5,960 |
Cumulative Effect, Period of Adoption, Adjustment | ||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance, beginning of period | $ 0 | $ (1,271) |
Basis of presentation and sum_7
Basis of presentation and summary of significant accounting policies - Valuation Assumptions of Stock Options (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Accounting Policies [Abstract] | ||
Estimated fair value (in dollars per share) | $ 4.47 | $ 3.35 |
Expected volatility (%) | 50% | 60% |
Expected term (in years) | 6 months | 6 months |
Risk-free interest rate (%) | 5.15% | 4.79% |
Dividend yield | 0% | 0% |
Property and equipment, net - P
Property and equipment, net - Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 8,025 | $ 7,408 |
Less: accumulated depreciation | (3,937) | (3,639) |
Total property and equipment, net | 4,088 | 3,769 |
Computer and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 4,434 | 4,070 |
Computer and office equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 1 year | |
Computer and office equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 3 years | |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 218 | 218 |
Computer software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 3 years | |
Computer software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 5 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 2,793 | 2,535 |
Furniture | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 5 years | |
Total property and equipment | $ 580 | $ 585 |
Property and equipment, net - N
Property and equipment, net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 309 | $ 198 |
Write off of fully depreciated assets | $ 267 |
Internal use software, net - In
Internal use software, net - Internal Use Software, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Internal Use Software [Line Items] | ||
Internal use software | $ 78,447 | $ 69,797 |
Less: Assets written off | 0 | (33) |
Less: Accumulated amortization | (34,718) | (29,463) |
Total internal use software, net | $ 43,729 | $ 40,301 |
Minimum | ||
Internal Use Software [Line Items] | ||
Estimated useful life (in years) | 3 years | |
Maximum | ||
Internal Use Software [Line Items] | ||
Estimated useful life (in years) | 5 years |
Internal use software, net - Na
Internal use software, net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Internal Use Software [Abstract] | ||
Internal use software expense | $ 5,286 | $ 2,924 |
Intangible assets, net - Gross
Intangible assets, net - Gross Book Value, Accumulated Amortization, Net Book Value and Amortization Periods of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross book value | $ 459,053 | $ 459,253 |
Accumulated amortization | (289,737) | (280,345) |
Net book value | 169,316 | 178,908 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross book value | 301,967 | 301,994 |
Accumulated amortization | (149,384) | (142,135) |
Net book value | $ 152,583 | $ 159,859 |
Weighted average remaining useful life | 8 years 4 months 24 days | 8 years 7 months 6 days |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 5 years | 5 years |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 15 years | 15 years |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 5 years | 5 years |
Gross book value | $ 137,188 | $ 137,361 |
Accumulated amortization | (126,932) | (125,426) |
Net book value | $ 10,256 | $ 11,935 |
Weighted average remaining useful life | 2 years 4 months 24 days | 2 years 7 months 6 days |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross book value | $ 19,700 | $ 19,700 |
Accumulated amortization | (13,232) | (12,604) |
Net book value | $ 6,468 | $ 7,096 |
Weighted average remaining useful life | 3 years 1 month 6 days | 3 years 4 months 24 days |
Trademarks | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 5 years | 5 years |
Trademarks | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 9 years | 9 years |
Favorable leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life | 6 years | 6 years |
Gross book value | $ 198 | $ 198 |
Accumulated amortization | (189) | (180) |
Net book value | $ 9 | $ 18 |
Weighted average remaining useful life | 3 months 18 days | 6 months |
Intangible assets, net - Narrat
Intangible assets, net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 9,485 | $ 9,703 |
Goodwill - Changes in Goodwill
Goodwill - Changes in Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Goodwill [Roll Forward] | |
Goodwill at beginning of period | $ 675,282 |
Impact of exchange rates | (828) |
Goodwill at end of period | $ 674,454 |
Accounts payable and accrued _3
Accounts payable and accrued expenses and other long-term liabilities - Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 3,206 | $ 12,092 |
Accrued payroll | 5,679 | 9,250 |
Accrued professional fees | 1,820 | 3,281 |
Accrued bonuses and commissions | 8,522 | 20,413 |
Accrued revenue sharing | 3,652 | 4,136 |
Taxes payable | 7,009 | 6,436 |
Accrued hosting fees | 5,445 | 9,475 |
Other accrued expenses | 6,843 | 7,149 |
Total accounts payable and accrued expenses | $ 42,176 | $ 72,232 |
Accounts payable and accrued _4
Accounts payable and accrued expenses and other long-term liabilities - Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Security deposit received | $ 672 | $ 672 |
Uncertain tax positions | 5,500 | 5,511 |
Total Other long-term liabilities | $ 6,172 | $ 6,183 |
Long-term debt - Narrative (Det
Long-term debt - Narrative (Details) - USD ($) | 3 Months Ended | ||
Sep. 29, 2021 | Mar. 31, 2024 | Mar. 31, 2023 | |
Debt Instrument [Line Items] | |||
Amortization of debt issuance costs | $ 116,000 | $ 116,000 | |
Interest expense | 2,765,000 | $ 3,830,000 | |
Revolving Credit Facility | Credit Agreement | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 300,000,000 | ||
Incremental increases in maximum borrowing capacity | 5,000,000 | ||
Proceeds from line of credit | 0 | ||
Repayments of long-term lines of credit | $ 30,000,000 | ||
Debt costs | $ 2,318,000 | ||
Effective interest rate on debt | 7.40% | ||
Maximum net leverage ratio | 3.50 | ||
Minimum interest coverage ratio | 2.50 | ||
Revolving Credit Facility | Credit Agreement | Minimum | |||
Debt Instrument [Line Items] | |||
Commitment fee rate | 0.20% | ||
Revolving Credit Facility | Credit Agreement | Maximum | |||
Debt Instrument [Line Items] | |||
Commitment fee rate | 0.35% | ||
Revolving Credit Facility | Credit Agreement | Base Rate | Minimum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.75% | ||
Revolving Credit Facility | Credit Agreement | Base Rate | Maximum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
Revolving Credit Facility | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Minimum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.75% | ||
Revolving Credit Facility | Credit Agreement | Secured Overnight Financing Rate (SOFR) | Maximum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.50% | ||
Revolving Credit Facility | Credit Agreement | Sterling | Minimum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.7826% | ||
Revolving Credit Facility | Credit Agreement | Sterling | Maximum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.5326% | ||
Revolving Credit Facility | Credit Agreement | Eurodollar | Minimum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.7965% | ||
Revolving Credit Facility | Credit Agreement | Eurodollar | Maximum | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.5456% | ||
Letter of Credit | Credit Agreement | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 30,000,000 | ||
Incremental increases in maximum borrowing capacity | 5,000,000 | ||
Alternative Currency | Credit Agreement | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | 100,000,000 | ||
Incremental increases in maximum borrowing capacity | $ 5,000,000 |
Long-term debt - Schedule of Lo
Long-term debt - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Less: Unamortized debt issuance costs | $ (1,159) | $ (1,275) |
Total carrying amount | 123,841 | 153,725 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Revolver | $ 125,000 | $ 155,000 |
Long-term debt - Future Princip
Long-term debt - Future Principal Payments of Long-term Debt (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Maturities of Long-term Debt [Abstract] | |
2024 | $ 0 |
2025 | 0 |
2026 | 125,000 |
Long-term debt | $ 125,000 |
Income taxes (Details)
Income taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Benefit (provision) from income taxes | $ 134 | $ (3,026) |
Effective tax rate | 9.60% | 49% |
Segment data - Narrative (Detai
Segment data - Narrative (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 USD ($) segment | Mar. 31, 2023 USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of operating segments | segment | 1 | |
Revenue | $ 114,530 | $ 106,092 |
United States | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 74,284 | $ 70,615 |
Segment data - Schedule of Reve
Segment data - Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | $ 114,530 | $ 106,092 | |
Total long-lived assets | 23,854 | $ 25,437 | |
North and South America (“Americas”) | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 78,519 | 74,201 | |
Total long-lived assets | 12,594 | 13,848 | |
Europe, Middle East and Africa (“EMEA”) | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 27,227 | 24,063 | |
Total long-lived assets | 8,239 | 8,577 | |
Asia and Pacific Rim (“APAC”) | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenue | 8,784 | $ 7,828 | |
Total long-lived assets | $ 3,021 | $ 3,012 |
Stock-based compensation - Allo
Stock-based compensation - Allocation of Recognized Period Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 15,738 | $ 11,306 |
Unamortized expense | 113,648 | |
Time Based Options | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 981 | 1,763 |
Unamortized expense | $ 3,011 | |
Weighted average vesting term | 1 year 2 months 12 days | |
Return Target Options | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 0 | 0 |
Unamortized expense | $ 0 | |
Weighted average vesting term | 0 years | |
2018 Plan | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 0 | 0 |
2018 Plan | Time Based Options | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 445 | 1,092 |
2018 Plan | Return Target Options | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 0 | 0 |
2021 Plan | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 14,184 | 9,148 |
Unamortized expense | 110,637 | |
2021 Plan | Time Based Options | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 536 | 671 |
2021 Plan | Return Target Options | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 0 | 0 |
2021 Plan | Restricted stock units | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 9,565 | 7,261 |
Unamortized expense | $ 96,309 | |
Weighted average vesting term | 2 years 9 months 18 days | |
2021 Plan | Market stock units | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 4,619 | 1,887 |
Unamortized expense | $ 14,328 | |
Weighted average vesting term | 3 years | |
2021 Plan | ESPP | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 573 | 395 |
Cost of revenue | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 124 | 84 |
Sales and marketing | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 5,738 | 3,887 |
Technology and development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 4,399 | 3,170 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 5,477 | $ 4,165 |
Stock-based compensation - Narr
Stock-based compensation - Narrative (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 4 Months Ended | 6 Months Ended | 23 Months Ended | ||||
Jun. 29, 2021 | Aug. 01, 2018 USD ($) | Mar. 31, 2024 USD ($) day shares | Apr. 30, 2022 | Jan. 31, 2024 $ / shares shares | Jan. 31, 2023 $ / shares shares | Mar. 31, 2024 USD ($) shares | Dec. 31, 2023 shares | |
Time Based Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock options outstanding (in shares) | 3,016,339 | 3,016,339 | 3,060,388 | |||||
Time Based Options | 2018 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 4 years | |||||||
Time Based Options | 2018 Plan | Tranche One | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 12 months | |||||||
Award vesting rate | 25% | |||||||
Time Based Options | 2018 Plan | Tranche Two | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting rate | 6.25% | |||||||
Time Based Options | Amended and Restated 2018 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock options outstanding (in shares) | 2,251,431 | 2,251,431 | ||||||
Time Based Options | 2021 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock options outstanding (in shares) | 764,908 | 764,908 | ||||||
Return Target Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock options outstanding (in shares) | 1,725,030 | 1,725,030 | 1,725,030 | |||||
Return Target Options | 2018 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Minimum equity return multiple | 3 | |||||||
Return Target Options | Amended and Restated 2018 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Threshold for vesting based on cash redemption | $ | $ 1,170,000 | |||||||
Stock options outstanding (in shares) | 1,342,092 | 1,342,092 | ||||||
Return Target Options | 2021 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock options outstanding (in shares) | 382,938 | 382,938 | ||||||
Stock Options | 2021 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock options outstanding (in shares) | 1,147,846 | 1,147,846 | ||||||
Stock authorized for awards (in shares) | 43,059,189 | 43,059,189 | ||||||
Period of increase in stock reserved for future issuance | 10 years | |||||||
Increase in stock reserved for future issuance, percentage of common stock outstanding | 5% | |||||||
Restricted stock units | 2021 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 4 years | 4 years | ||||||
Award vesting rate | 25% | 6.25% | ||||||
Market stock units | 2021 Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 4 years | |||||||
Vesting eligibility, payout factor calculation, measurement period for average closing stock price, number of trading days preceding vesting date | day | 10 | |||||||
Vesting eligibility payout factor calculation, maximum quotient allowable for minimum payout factor | 0.60 | |||||||
Market stock units | 2021 Plan | Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting eligibility, payout factor | 0 | |||||||
Market stock units | 2021 Plan | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting eligibility, payout factor | 2.25 | |||||||
Market stock units | 2021 Plan | Tranche One | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting rate | 25% | |||||||
Market stock units | 2021 Plan | Tranche Two | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting rate | 6.25% | |||||||
ESPP | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock authorized for awards (in shares) | 6,161,033 | 6,161,033 | ||||||
Increase in stock reserved for future issuance, percentage of common stock outstanding | 1% | |||||||
Increase in stock reserved for future issuance, maximum shares of common stock allotted for ESPP (in shares) | 16,000,000 | 16,000,000 | ||||||
Maximum employee payroll deductions as a percentage of eligible compensation for ESPP | 15% | 15% | ||||||
Maximum annual employee payroll deductions of eligible compensation for ESPP | $ | $ 25 | $ 25 | ||||||
Purchase price of ESPP shares, percent | 85% | |||||||
Offering period | 6 months | |||||||
Stock issued under the ESPP (in shares) | 153,239 | 111,163 | ||||||
ESPP purchase (in dollars per share) | $ / shares | $ 12.37 | $ 7.93 | ||||||
Shares available for future purchase under ESPP (in shares) | 5,734,225 | 5,734,225 |
Stock-based compensation - Stoc
Stock-based compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Time Based Options | ||
Stock options | ||
Outstanding balance at beginning of period (in shares) | 3,060,388 | |
Canceled or forfeited (in shares) | 0 | |
Exercised (in shares) | (44,049) | |
Outstanding balance at end of period (in shares) | 3,016,339 | 3,060,388 |
Vested and expected to vest (in shares) | 3,016,339 | |
Exercisable (in shares) | 2,725,775 | |
Weighted average exercise price | ||
Outstanding balance at beginning of period (in usd per share) | $ 7.70 | |
Canceled or forfeited (in usd per share) | 0 | |
Exercised (in usd per share) | 7.10 | |
Outstanding balance at end of period (in usd per share) | 7.70 | $ 7.70 |
Vested and expected to vest (in usd per share) | 7.70 | |
Exercisable (in usd per share) | $ 6.82 | |
Weighted average remaining contractual life (years) | ||
Outstanding | 5 years 5 months 8 days | 5 years 8 months 12 days |
Vested and expected to vest | 5 years 5 months 8 days | |
Exercisable | 5 years 3 months 3 days | |
Aggregate intrinsic value | ||
Outstanding | $ 12,978 | $ 23,251 |
Vested and expected to vest | 12,978 | |
Exercisable | $ 12,815 | |
Return Target Options | ||
Stock options | ||
Outstanding balance at beginning of period (in shares) | 1,725,030 | |
Canceled or forfeited (in shares) | 0 | |
Exercised (in shares) | 0 | |
Outstanding balance at end of period (in shares) | 1,725,030 | 1,725,030 |
Vested and expected to vest (in shares) | 1,725,030 | |
Exercisable (in shares) | 0 | |
Weighted average exercise price | ||
Outstanding balance at beginning of period (in usd per share) | $ 7.47 | |
Canceled or forfeited (in usd per share) | 0 | |
Exercised (in usd per share) | 0 | |
Outstanding balance at end of period (in usd per share) | 7.47 | $ 7.47 |
Vested and expected to vest (in usd per share) | 7.47 | |
Exercisable (in usd per share) | $ 0 | |
Weighted average remaining contractual life (years) | ||
Outstanding | 5 years 6 months 10 days | 5 years 9 months 10 days |
Vested and expected to vest | 5 years 6 months 10 days | |
Aggregate intrinsic value | ||
Outstanding | $ 7,386 | $ 13,318 |
Vested and expected to vest | 7,386 | |
Exercisable | $ 0 |
Stock-based compensation - Rest
Stock-based compensation - Restricted Stock Unit and Market Stock Unit Activity (Details) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Restricted stock units | |
Number of shares | |
Outstanding balance at beginning of period (in shares) | 9,014,435 |
Granted (in shares) | 382,425 |
Canceled or forfeited (in shares) | (137,820) |
Vested (in shares) | (732,894) |
Outstanding balance at end of period (in shares) | 8,526,146 |
Vested and expected to vest (in shares) | 8,526,146 |
Weighted average grant date fair value | |
Outstanding balance at beginning of period (in usd per share) | $ / shares | $ 12.41 |
Granted (in usd per share) | $ / shares | 13.67 |
Canceled or forfeited (in usd per share) | $ / shares | 11.53 |
Vested (in usd per share) | $ / shares | 12.31 |
Outstanding balance at end of period (in usd per share) | $ / shares | $ 12.49 |
Market stock units | |
Number of shares | |
Outstanding balance at beginning of period (in shares) | 1,800,486 |
Granted (in shares) | 0 |
Canceled or forfeited (in shares) | 0 |
Change in awards based on performance (in shares) | 17,249 |
Vested (in shares) | (73,652) |
Outstanding balance at end of period (in shares) | 1,744,083 |
Vested and expected to vest (in shares) | 1,744,083 |
Weighted average grant date fair value | |
Outstanding balance at beginning of period (in usd per share) | $ / shares | $ 19.28 |
Granted (in usd per share) | $ / shares | 0 |
Canceled or forfeited (in usd per share) | $ / shares | 0 |
Change in awards based on performance (in usd per share) | $ / shares | 15.15 |
Vested (in usd per share) | $ / shares | 19.04 |
Outstanding balance at end of period (in usd per share) | $ / shares | $ 19.41 |
Stockholders' equity (Details)
Stockholders' equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 | |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |
Option exercises | $ 313 | $ 2,115 | |
Common Stock | |||
Class of Stock [Line Items] | |||
Stock issued during period for vested RSUs (in shares) | 806,546 | 371,740 | |
Option exercises (in shares) | 44,049 | 338,949 | |
Stock issued under the ESPP (in shares) | 153,239 | 111,163 |
Commitments and contingencies (
Commitments and contingencies (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Purchase obligation | $ 145,129 |
Net (loss) income per share - S
Net (loss) income per share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator: | ||
Net (loss) income | $ (1,255) | $ 3,146 |
Denominator: | ||
Weighted-average shares outstanding, basic (in shares) | 159,385,167 | 154,315,219 |
Dilutive effect of stock-based awards (in shares) | 0 | 3,569,396 |
Weighted-average diluted shares outstanding (in shares) | 159,385,167 | 157,884,615 |
Net (loss) income per share: | ||
Basic (in dollars per share) | $ (0.01) | $ 0.02 |
Diluted (in dollars per share) | $ (0.01) | $ 0.02 |
Net (loss) income per share - A
Net (loss) income per share - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 14,998,641 | 5,430,956 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 4,758,393 | 3,624,277 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 8,753,048 | 1,806,679 |
Market stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 1,286,166 | 0 |
ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 201,034 | 0 |
Fair value disclosures (Details
Fair value disclosures (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Level 1 | Money market funds | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Money market funds included in cash and cash equivalents | $ 15,529 | $ 15,331 |
Related-party transactions (Det
Related-party transactions (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Jan. 31, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | ||||
Incurred expenses | $ 21,380,000 | $ 20,723,000 | ||
Due to related party | 83,000 | $ 121,000 | ||
Related Party | Travel and Other | VEP | ||||
Related Party Transaction [Line Items] | ||||
Incurred expenses | 16,000 | $ 25,000 | ||
Due to related party | $ 10,000 | $ 30,000 | ||
Related Party | Sale of Stock | VEP | Over-Allotment Option | ||||
Related Party Transaction [Line Items] | ||||
Number of shares issued in sale of stock (in shares) | 1,650,000 | |||
Proceeds from sale of stock | $ 0 |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) | 1 Months Ended | 3 Months Ended | ||
Dec. 31, 2022 USD ($) employee | Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Mar. 31, 2023 USD ($) | |
Restructuring and Related Activities [Abstract] | ||||
Approximate workforce reduction, number of employees | employee | 120 | |||
Restructuring activity during the period | $ 0 | |||
Restructuring reserve remaining liability | $ 4,315,000 | $ 0 | $ 1,246,000 |
Restructuring - Restructuring R
Restructuring - Restructuring Reserve Activity (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Restructuring reserve, balance at beginning of period | $ 4,315 |
Payments and impact of FX | (3,069) |
Restructuring reserve, balance at end of period | $ 1,246 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event $ in Millions | Apr. 01, 2024 USD ($) |
RSUs | |
Subsequent Event [Line Items] | |
Aggregate value of equity grants | $ 29.8 |
MSUs | |
Subsequent Event [Line Items] | |
Aggregate value of equity grants | $ 20.7 |
Uncategorized Items - ias-20240
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-13 [Member] |