Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 03, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-40575 | |
Entity Registrant Name | EverCommerce Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-4063248 | |
Entity Address, Address Line One | 3601 Walnut Street, Suite 400 | |
Entity Address, City or Town | Denver | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80205 | |
City Area Code | 720 | |
Local Phone Number | 647-4948 | |
Title of 12(b) Security | Common stock, $0.00001 par value | |
Trading Symbol | EVCM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 188,658,621 | |
Entity Central Index Key | 0001853145 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 87,335 | $ 92,625 |
Restricted cash | 3,488 | 3,199 |
Accounts receivable, net of allowance for expected credit losses of $6.3 million and $4.7 million at September 30, 2023 and December 31, 2022, respectively | 50,725 | 48,032 |
Contract assets | 13,233 | 12,971 |
Prepaid expenses and other current assets | 24,480 | 23,760 |
Total current assets | 179,261 | 180,587 |
Property and equipment, net | 10,261 | 11,930 |
Capitalized software, net | 40,607 | 32,554 |
Other non-current assets | 46,563 | 46,855 |
Intangible assets, net | 340,841 | 405,720 |
Goodwill | 923,766 | 914,082 |
Total assets | 1,541,299 | 1,591,728 |
Current liabilities: | ||
Accounts payable | 8,354 | 8,373 |
Accrued expenses and other | 57,935 | 56,963 |
Deferred revenue | 24,639 | 22,885 |
Customer deposits | 12,188 | 11,360 |
Current maturities of long-term debt | 5,500 | 5,500 |
Total current liabilities | 108,616 | 105,081 |
Long-term debt, net of current maturities and deferred financing costs | 527,762 | 530,946 |
Other non-current liabilities | 42,765 | 49,008 |
Total liabilities | 679,143 | 685,035 |
Commitments and contingencies (Note 16) | ||
Stockholders’ equity: | ||
Preferred stock, $0.00001 par value, 50,000,000 shares authorized and no shares issued or outstanding as of September 30, 2023 and December 31, 2022 | 0 | 0 |
Common stock, $0.00001 par value, 2,000,000,000 shares authorized and 188,927,445 and 191,447,237 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively | 2 | 2 |
Accumulated other comprehensive loss | (12,919) | (10,198) |
Additional paid-in capital | 1,471,713 | 1,489,935 |
Accumulated deficit | (596,640) | (573,046) |
Total stockholders’ equity | 862,156 | 906,693 |
Total liabilities and stockholders’ equity | $ 1,541,299 | $ 1,591,728 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowance for expected credit losses | $ 6.3 | $ 4.7 |
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
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) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued (in shares) | 188,927,445 | 191,447,237 |
Common stock, shares outstanding (in shares) | 188,927,445 | 191,447,237 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenues: | ||||
Total revenues | $ 174,741 | $ 158,126 | $ 505,929 | $ 458,948 |
Operating expenses: | ||||
Cost of revenues (exclusive of depreciation and amortization presented separately below) | 61,471 | 57,655 | 175,602 | 163,503 |
Sales and marketing | 30,086 | 29,440 | 91,660 | 89,531 |
Product development | 19,318 | 18,508 | 56,352 | 53,568 |
General and administrative | 31,538 | 32,164 | 101,553 | 96,748 |
Depreciation and amortization | 26,035 | 27,613 | 77,975 | 82,524 |
Total operating expenses | 168,448 | 165,380 | 503,142 | 485,874 |
Operating income (loss) | 6,293 | (7,254) | 2,787 | (26,926) |
Interest and other expense, net | (6,666) | (8,890) | (26,615) | (21,070) |
Net loss attributable to common stockholders before income tax (expense) benefit | (373) | (16,144) | (23,828) | (47,996) |
Income tax (expense) benefit | (241) | 291 | 1,543 | 5,953 |
Net loss attributable to common stockholders, basic | (614) | (15,853) | (22,285) | (42,043) |
Net loss attributable to common stockholders, diluted | (614) | (15,853) | (22,285) | (42,043) |
Other comprehensive loss: | ||||
Foreign currency translation losses, net | (1,940) | (6,978) | (2,721) | (15,811) |
Comprehensive loss attributable to common stockholders | $ (2,554) | $ (22,831) | $ (25,006) | $ (57,854) |
Basic net loss per share attributable to common stockholders (in dollars per share) | $ 0 | $ (0.08) | $ (0.12) | $ (0.22) |
Diluted net loss per share attributable to common stockholders (in dollars per share) | $ 0 | $ (0.08) | $ (0.12) | $ (0.22) |
Basic weighted-average shares of common stock outstanding used in computing net loss per share (in shares) | 188,805,421 | 194,542,764 | 189,039,709 | 195,205,260 |
Diluted weighted-average shares of common stock outstanding used in computing net loss per share (in shares) | 188,805,421 | 194,542,764 | 189,039,709 | 195,205,260 |
Subscription and transaction fees | ||||
Revenues: | ||||
Total revenues | $ 132,640 | $ 120,085 | $ 386,765 | $ 343,734 |
Marketing technology solutions | ||||
Revenues: | ||||
Total revenues | 36,838 | 36,276 | 103,081 | 101,340 |
Other | ||||
Revenues: | ||||
Total revenues | $ 5,263 | $ 1,765 | $ 16,083 | $ 13,874 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders’ Equity (unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Loss |
Beginning balance (in shares) at Dec. 31, 2021 | 195,384 | ||||||
Beginning balance at Dec. 31, 2021 | $ 985,648 | $ 2 | $ 1,500,643 | $ (513,230) | $ (1,767) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation | 6,135 | 6,135 | |||||
Stock option exercises (in shares) | 126 | ||||||
Stock option exercises | 723 | 723 | |||||
Foreign currency translation losses, net | (664) | (664) | |||||
Net loss | (13,309) | (13,309) | |||||
Ending balance (in shares) at Mar. 31, 2022 | 195,510 | ||||||
Ending balance at Mar. 31, 2022 | 978,533 | $ 2 | 1,507,501 | (526,539) | (2,431) | ||
Beginning balance (in shares) at Dec. 31, 2021 | 195,384 | ||||||
Beginning balance at Dec. 31, 2021 | 985,648 | $ 2 | 1,500,643 | (513,230) | (1,767) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Foreign currency translation losses, net | (15,811) | ||||||
Net loss | (42,043) | ||||||
Ending balance (in shares) at Sep. 30, 2022 | 193,938 | ||||||
Ending balance at Sep. 30, 2022 | 929,136 | $ 2 | 1,501,985 | (555,273) | (17,578) | ||
Beginning balance (in shares) at Dec. 31, 2021 | 195,384 | ||||||
Beginning balance at Dec. 31, 2021 | 985,648 | $ 2 | 1,500,643 | (513,230) | (1,767) | ||
Ending balance (in shares) at Dec. 31, 2022 | 191,447 | ||||||
Ending balance at Dec. 31, 2022 | $ 906,693 | $ (1,309) | $ 2 | 1,489,935 | (573,046) | $ (1,309) | (10,198) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Accounting Standards Update [Extensible Enumeration] | Accounting Standards Update 2016-13 [Member] | ||||||
Beginning balance (in shares) at Mar. 31, 2022 | 195,510 | ||||||
Beginning balance at Mar. 31, 2022 | $ 978,533 | $ 2 | 1,507,501 | (526,539) | (2,431) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock for Employee Stock Purchase Plan (in shares) | 218 | ||||||
Issuance of common stock for Employee Stock Purchase Plan | 1,804 | 1,804 | |||||
Stock-based compensation | 6,508 | 6,508 | |||||
Stock option exercises (in shares) | 96 | ||||||
Stock option exercises | 381 | 381 | |||||
Repurchase and retirement of common stock including taxes (in shares) | (296) | ||||||
Repurchase and retirement of common stock including taxes | (2,665) | (2,665) | |||||
Foreign currency translation losses, net | (8,169) | (8,169) | |||||
Net loss | (12,881) | (12,881) | |||||
Ending balance (in shares) at Jun. 30, 2022 | 195,528 | ||||||
Ending balance at Jun. 30, 2022 | 963,511 | $ 2 | 1,513,529 | (539,420) | (10,600) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock for Employee Stock Purchase Plan | (50) | ||||||
Common stock issued upon vesting of restricted stock units (in shares) | 116 | ||||||
Stock-based compensation | 7,133 | 7,133 | |||||
Stock option exercises (in shares) | 95 | ||||||
Stock option exercises | 571 | 571 | |||||
Repurchase and retirement of common stock including taxes (in shares) | (1,801) | ||||||
Repurchase and retirement of common stock including taxes | (19,198) | ||||||
Foreign currency translation losses, net | (6,978) | (6,978) | |||||
Net loss | (15,853) | (15,853) | |||||
Ending balance (in shares) at Sep. 30, 2022 | 193,938 | ||||||
Ending balance at Sep. 30, 2022 | 929,136 | $ 2 | 1,501,985 | (555,273) | (17,578) | ||
Beginning balance (in shares) at Dec. 31, 2022 | 191,447 | ||||||
Beginning balance at Dec. 31, 2022 | 906,693 | (1,309) | $ 2 | 1,489,935 | (573,046) | (1,309) | (10,198) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Common stock issued upon vesting of restricted stock units (in shares) | 348 | ||||||
Stock-based compensation | $ 7,514 | 7,514 | |||||
Stock option exercises (in shares) | 103 | 103 | |||||
Stock option exercises | $ 609 | 609 | |||||
Repurchase and retirement of common stock including taxes (in shares) | (3,124) | ||||||
Repurchase and retirement of common stock including taxes | (29,643) | (29,643) | |||||
Foreign currency translation losses, net | (99) | (99) | |||||
Net loss | (20,775) | (20,775) | |||||
Ending balance (in shares) at Mar. 31, 2023 | 188,774 | ||||||
Ending balance at Mar. 31, 2023 | 862,990 | $ 2 | 1,468,415 | (595,130) | (10,297) | ||
Beginning balance (in shares) at Dec. 31, 2022 | 191,447 | ||||||
Beginning balance at Dec. 31, 2022 | $ 906,693 | $ (1,309) | $ 2 | 1,489,935 | (573,046) | $ (1,309) | (10,198) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Repurchase and retirement of common stock including taxes (in shares) | (4,200) | ||||||
Foreign currency translation losses, net | $ (2,721) | ||||||
Net loss | (22,285) | ||||||
Ending balance (in shares) at Sep. 30, 2023 | 188,927 | ||||||
Ending balance at Sep. 30, 2023 | 862,156 | $ 2 | 1,471,713 | (596,640) | (12,919) | ||
Beginning balance (in shares) at Mar. 31, 2023 | 188,774 | ||||||
Beginning balance at Mar. 31, 2023 | 862,990 | $ 2 | 1,468,415 | (595,130) | (10,297) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock for Employee Stock Purchase Plan (in shares) | 324 | ||||||
Issuance of common stock for Employee Stock Purchase Plan | 1,765 | 1,765 | |||||
Common stock issued upon vesting of restricted stock units (in shares) | 404 | ||||||
Stock-based compensation | $ 6,241 | 6,241 | |||||
Stock option exercises (in shares) | 38 | 38 | |||||
Stock option exercises | $ 300 | 300 | |||||
Repurchase and retirement of common stock including taxes (in shares) | (904) | ||||||
Repurchase and retirement of common stock including taxes | (10,361) | (10,361) | |||||
Foreign currency translation losses, net | (682) | (682) | |||||
Net loss | (896) | (896) | |||||
Ending balance (in shares) at Jun. 30, 2023 | 188,636 | ||||||
Ending balance at Jun. 30, 2023 | 859,357 | $ 2 | 1,466,360 | (596,026) | (10,979) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Common stock issued upon vesting of restricted stock units (in shares) | 295 | ||||||
Stock-based compensation | $ 5,855 | 5,855 | |||||
Stock option exercises (in shares) | 156 | 156 | |||||
Stock option exercises | $ 1,073 | 1,073 | |||||
Repurchase and retirement of common stock including taxes (in shares) | (200) | (160) | |||||
Repurchase and retirement of common stock including taxes | $ (1,575) | (1,575) | |||||
Foreign currency translation losses, net | (1,940) | (1,940) | |||||
Net loss | (614) | (614) | |||||
Ending balance (in shares) at Sep. 30, 2023 | 188,927 | ||||||
Ending balance at Sep. 30, 2023 | $ 862,156 | $ 2 | $ 1,471,713 | $ (596,640) | $ (12,919) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows provided by operating activities: | ||
Net loss | $ (22,285) | $ (42,043) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 77,975 | 82,524 |
Stock-based compensation expense | 19,610 | 19,776 |
Deferred taxes | (2,066) | (6,855) |
Amortization of deferred financing costs and non-cash interest | 1,240 | 1,622 |
Bad debt expense | 5,285 | 2,362 |
Other non-cash items | (4,807) | 1,583 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (9,145) | (11,722) |
Prepaid expenses and other current assets | (1,331) | (7,151) |
Other non-current assets | 4,511 | (1,313) |
Accounts payable | (62) | (1,450) |
Accrued expenses and other | 1,436 | (1,308) |
Deferred revenue | 1,514 | 2,503 |
Other non-current liabilities | (3,288) | (916) |
Net cash provided by operating activities | 68,587 | 37,612 |
Cash flows used in investing activities: | ||
Purchases of property and equipment | (2,140) | (2,155) |
Capitalization of software costs | (14,727) | (11,440) |
Acquisition, net of cash acquired | (14,959) | 0 |
Net cash used in investing activities | (31,826) | (13,595) |
Cash flows used in financing activities: | ||
Payments on debt | (4,125) | (6,125) |
Exercise of stock options | 1,982 | 1,675 |
Proceeds from common stock issuance for Employee Stock Purchase Plan | 1,765 | 1,754 |
Repurchase and retirement of common stock | (41,268) | (21,863) |
Net cash used in financing activities | (41,646) | (24,559) |
Effect of foreign currency exchange rate changes on cash | (116) | (1,796) |
Net decrease in cash and cash equivalents and restricted cash | (5,001) | (2,338) |
Cash and cash equivalents and restricted cash: | ||
Beginning of period | 95,824 | 97,559 |
End of period | 90,823 | 95,221 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 34,112 | 19,460 |
Cash paid for income taxes | $ 2,939 | $ 1,950 |
Nature of the Business
Nature of the Business | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business | Note 1. Nature of the Business EverCommerce Inc. and subsidiaries (the “Company” or “EverCommerce”) is a leading provider of integrated software-as-a-service (“SaaS”) solutions or services for service-based small- and medium-sized businesses (“service SMBs”). Our platform spans across the full lifecycle of interactions between consumers and service professionals with vertical-specific applications. Today, the Company serves more than 685,000 customers across three core verticals: Home Services; Health Services; and Fitness & Wellness Services. Within the core verticals, customers operate within numerous micro-verticals, ranging from home service professionals, such as construction contractors and home maintenance technicians, to physician practices and therapists in the Health Services industry, to personal trainers and salon owners in the Fitness & Wellness sectors. The platform provides vertically-tailored SaaS solutions that address service SMBs’ increasingly nuanced demands, as well as highly complementary solutions that complete end-to-end offerings, allowing service SMBs and EverCommerce to succeed in the market, and provide end consumers more convenient service experiences. The Company is headquartered in Denver, Colorado, and has operations across the United States, Canada, Jordan, United Kingdom, Australia and New Zealand. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements for the year ended December 31, 2022 and the related notes (“Annual Report on Form 10-K”). The December 31, 2022 consolidated balance sheet was derived from our audited consolidated financial statements as of that date. Our unaudited interim condensed consolidated financial statements include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair statement of the unaudited condensed consolidated financial statements. All intercompany accounts and transactions have been eliminated in consolidation. There have been no significant changes in accounting policies during the nine months ended September 30, 2023 from those disclosed in the annual consolidated financial statements for the year ended December 31, 2022 and the related notes. Certain prior year amounts have been reclassified to conform to the current year presentation. The operating results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results expected for the full year ending December 31, 2023. Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain amounts reported in the unaudited condensed consolidated financial statements, including the accompanying notes. The Company bases its estimates on historical factors, current circumstances, and the experience and judgment of management. The Company evaluates its estimates and assumptions on an ongoing basis. Actual results could differ from those estimates. Significant estimates reflected in the consolidated financial statements include revenue recognition, allowance for expected credit losses, valuation allowances with respect to deferred tax assets, assumptions underlying the fair value used in the calculation of stock-based compensation, valuation of intangible assets and goodwill and useful lives of tangible and intangible assets, among others. Emerging Growth Company As an emerging growth company (“EGC”), the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are applicable to private companies. The Company has elected to use the extended transition period under the JOBS Act until the earlier of the date that it is (i) no longer an EGC or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, the financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. The adoption dates are discussed below to reflect this election within the “Recently Issued Accounting Pronouncements” section. Recently Issued Accounting Pronouncements Accounting pronouncements issued and adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326); Measurement of Credit Losses on Financial Instruments, which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost, which includes the Company’s accounts receivable and contract assets. This updated standard is effective for annual reporting periods beginning after December 15, 2022. The Company adopted this ASU for the year ending December 31, 2023 and it did not have a material impact on the financial statements. In October 2021, the FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , which amends the guidance in ASC 805 to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. FASB’s objective in issuing the ASU is to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity and inconsistency related to both the recognition of an acquired contract liability and payment terms’ effects on subsequent revenue recognized by the acquirer. This updated standard is effective for annual reporting periods beginning after December 15, 2022. The Company adopted this ASU on January 1, 2023 and it is prospectively applicable to all business combinations from the adoption date. The adoption of this standard was not material to the KickServ Acquisition (see Note 3). In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The pronouncement provides temporary optional expedients and exceptions to the current guidance on contract modifications and hedge accounting to ease the financial reporting burden related to the expected market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates. The guidance was effective upon issuance and generally can be applied to applicable contract modifications through December 31, 2024. There was no material impact to our financial statements from the adoption of this standard. We reviewed all other recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact to the financial statements. |
Kickserv Acquisition
Kickserv Acquisition | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Kickserv Acquisition | Note 3. Kickserv Acquisition On August 10, 2023, the Company acquired 100% of the interest of Norman’s Dojo Inc. (“Kickserv”), a provider of field service management software for home service businesses for approximately $15.0 million in cash. The acquisition adds offerings for SMBs across diversified portfolios with an opportunity to capture a broader segment of new customers within the Home Services vertical. We accounted for the acquisition as a business combination under ASC 805, Business Combinations . Accordingly, the Company recorded identifiable assets acquired and liabilities assumed at their acquisition date estimated fair values, with any excess consideration recognized as goodwill. Goodwill primarily represents the value associated with the assembled workforce and expected synergies subsumed into goodwill. The goodwill recognized as a result of the acquisition of Kickserv is not deductible for tax purposes. We measured the identifiable assets and liabilities assumed at their acquisition date estimated fair values separately from goodwill, which represent Level 3 fair value measurements as defined in ASC 820, Fair Value Measurement . The estimated fair values were determined by management using the assistance of third-party valuation specialists. The valuation methods used to determine the estimated fair value of intangible assets included the income approach—relief from royalty method for developed technology with an estimated useful life of five years, and the income approach—multi period excess earnings method for customer relationships with an estimated useful life of 13 years. A number of assumptions and estimates were involved in the application of these valuation methods, including revenue forecasts, expected competition, costs of revenues, obsolescence, tax rates, capital spending, customer attrition rates, discount rates and working capital changes. Cash flow forecasts were generally based on pre-acquisition forecasts coupled with estimated revenues and cost synergies available to a market participant. Our purchase price allocation for the acquisition is preliminary and subject to revision with provisional amounts related to tax-related and other items. Additional information that existed as of the acquisition date but at the time was unknown to us may become known to us during the remainder of the measurement period, which is not to exceed 12 months from the acquisition date. The financial results of Kickserv since the closing through September 30, 2023, were not material to our consolidated financial statements, nor were they material to our prior period consolidated results on a pro forma basis. The following table summarizes the estimated fair values of consideration transferred, assets acquired and liabilities assumed at the acquisition date: August 10, 2023 (in thousands) Total consideration transferred: Cash $ 14,993 Net assets acquired: Prepaid expenses and other assets $ 51 Intangibles—definite lived 3,155 Goodwill 12,516 Accounts payable, accrued expenses and other (11) Deferred tax liability, net (397) Deferred revenue (274) Other non-current liabilities (47) Total net assets acquired $ 14,993 |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 4. Revenue Disaggregation of Revenue The following tables present a disaggregation of our revenue from contracts with customers by revenue recognition pattern and geographical market: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands) By pattern of recognition (timing of transfer of services): Point in time $ 17,984 $ 14,496 $ 48,141 $ 40,112 Over time 156,757 143,630 457,788 418,836 Total $ 174,741 $ 158,126 $ 505,929 $ 458,948 By geographical market: United States $ 159,859 $ 146,492 $ 461,336 $ 418,510 International 14,882 11,634 44,593 40,438 Total $ 174,741 $ 158,126 $ 505,929 $ 458,948 Contract Balances Supplemental balance sheet information related to contracts from customers as of: September 30, December 31, 2023 2022 (in thousands) Accounts receivable, net $ 50,725 $ 48,032 Contract assets $ 13,233 $ 12,971 Deferred revenue $ 24,639 $ 22,885 Customer deposits $ 12,188 $ 11,360 Long-term deferred revenue $ 2,192 $ 2,496 Accounts receivable, net: Accounts receivable, net of allowance for expected credit losses, represent rights to consideration in exchange for products or services that have been transferred by us, when payment is unconditional and only the passage of time is required before payment is due. Contract assets: Contract assets represent rights to consideration in exchange for products or services that have been transferred (i.e., the performance obligation or portion of the performance obligation has been satisfied), but payment is conditional on something other than the passage of time. These amounts typically relate to contracts that include on-premise licenses and professional services where the right to payment is not present until completion of the contract or achievement of specified milestones and the fair value of products or services transferred exceed this constraint. Contract liabilities : Contract liabilities represent our obligation to transfer products or services to a customer for which consideration has been received in advance of the satisfaction of performance obligations. Short-term contract liabilities are included within deferred revenue on the condensed consolidated balance sheets. Long-term contract liabilities are included within long-term deferred revenue, which is classified within other non-current liabilities on the condensed consolidated balance sheets. Revenue recognized from the contract liability balance at December 31, 2022 was $21.0 million for the nine months ended September 30, 2023. Customer deposits : Customer deposits relate to payments received in advance for contracts, which allow the customer to terminate a contract and receive a pro rata refund for the unused portion of payments received to date. In these arrangements, we have concluded there are no enforceable rights and obligations during the period in which the option to cancel is exercisable by the customer and therefore the consideration received is recorded as a customer deposit liability. Remaining Performance Obligations Remaining performance obligations represent the transaction price of unsatisfied or partially satisfied performance obligations within contracts with an original expected contract term that is greater than one year for which fulfillment of the contract has started as of the end of the reporting period. Variable consideration accounted for under the variable consideration allocation exception associated with unsatisfied performance obligations or an unsatisfied promise that forms part of a single performance obligation under application of the series guidance have been excluded. Remaining performance obligations generally relate to those which are stand-ready in nature, as found within the subscription and marketing technology solutions revenue streams. The aggregate amount of transaction consideration allocated to remaining performance obligations as of September 30, 2023, was $21.4 million, which is comprised of contracts where the contract term under ASC 606, Revenue from Contracts with Customers, is in excess of one year. The Company expects to recognize approximately 61% of its remaining performance obligations as revenue within the next year, 28% of its remaining performance obligations as revenue the subsequent year, 8% of its remaining performance obligations as revenue in the third year, and the remainder during the two year period thereafter. Cost to Obtain and Fulfill a Contract The Company incurs certain costs to obtain contracts, principally sales and third-party commissions, which the Company capitalizes when the liability has been incurred if they are (i) incremental costs of obtaining a contract, (ii) expected to be recovered and (iii) have an expected amortization period that is greater than one year (as the Company has elected the practical expedient to expense any costs to obtain a contract when the liability is incurred if the amortization period of such costs would be one year or less). Assets resulting from costs to obtain contracts are included within prepaid expenses and other current assets for short-term balances and other non-current assets for long-term balances on the Company’s condensed consolidated balance sheets. The costs to obtain contracts are amortized over five years, which corresponds with the useful life of the related capitalized software. Short-term assets were $8.1 million and $6.6 million at September 30, 2023 and December 31, 2022, respectively, and long-term assets were $17.5 million and $15.1 million at September 30, 2023 and December 31, 2022, respectively. The Company recorded amortization expense within sales and marketing on the condensed consolidated statements of operations and comprehensive loss of $1.4 million and $1.1 million for the three months ended September 30, 2023 and 2022, respectively, and $4.2 million and $3.1 million for the nine months ended September 30, 2023 and 2022, respectively. The Company recorded amortization expense within cost of revenues on the condensed consolidated statements of operations and comprehensive loss of $0.6 million and $0.4 million for the three months ended September 30, 2023 and 2022, respectively, and $1.6 million and $1.2 million for the nine months ended September 30, 2023 and 2022, respectively. The Company has concluded that there are no other material costs incurred in fulfillment of customer contracts that are not accounted for under other GAAP, which meet the capitalization criteria under ASC 606 and FASB ASC Topic 340-40, Accounting for Other Assets and Deferred Costs (“ASC 340-40”). |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Note 5. Goodwill Goodwill activity consisted of the following for the nine months ended September 30, 2023 (in thousands): Balance at December 31, 2022 $ 914,082 Acquired goodwill 12,516 Effect of foreign currency exchange rate changes (2,832) Balance at September 30, 2023 $ 923,766 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Note 6. Intangible Assets Intangible assets consisted of the following as of: September 30, 2023 Useful Gross Carrying Accumulated Net Book (in thousands) Customer relationships 3-20 years $ 608,024 $ 318,175 $ 289,849 Developed technology 2-12 years 106,702 71,298 35,404 Trade name 3-10 years 38,655 23,183 15,472 Non-compete agreements 2-5 years 2,404 2,288 116 Total $ 755,785 $ 414,944 $ 340,841 December 31, 2022 Useful Gross Carrying Accumulated Net Book (in thousands) Customer relationships 3-20 years $ 605,753 $ 265,342 $ 340,411 Developed technology 2-12 years 105,766 59,208 46,558 Trade name 3-10 years 38,131 19,725 18,406 Non-compete agreements 2-5 years 2,402 2,057 345 Total $ 752,052 $ 346,332 $ 405,720 Amortization expense was $22.5 million and $25.2 million for the three months ended September 30, 2023 and 2022, respectively, and $68.6 million and $75.7 million for the nine months ended September 30, 2023 and 2022, respectively. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 7. Property and Equipment Property and equipment consisted of the following as of: September 30, December 31, 2023 2022 (in thousands) Computer equipment and software $ 10,737 $ 9,327 Furniture and fixtures 3,741 3,570 Leasehold improvements 11,954 11,941 Total property and equipment 26,432 24,838 Less accumulated depreciation (16,171) (12,908) Property and equipment, net $ 10,261 $ 11,930 Depreciation expense was $1.3 million and $1.0 million for the three months ended September 30, 2023 and 2022, respectively, and $3.3 million and $3.1 million for the nine months ended September 30, 2023 and 2022, respectively. |
Capitalized Software
Capitalized Software | 9 Months Ended |
Sep. 30, 2023 | |
Research and Development [Abstract] | |
Capitalized Software | Note 8. Capitalized Software Capitalized software consisted of the following as of: September 30, December 31, 2023 2022 (in thousands) Capitalized software $ 59,872 $ 45,872 Less: accumulated amortization (19,265) (13,318) Capitalized software, net $ 40,607 $ 32,554 Amortization expense was $2.3 million and $1.4 million for the three months ended September 30, 2023 and 2022, respectively, and $6.1 million and $3.7 million for the nine months ended September 30, 2023 and 2022, respectively. During the ordinary course of business, the Company may determine that certain capitalized features of its software will no longer be used either internally or to deliver value to its customers. The Company recorded a charge to general and administrative on the accompanying condensed consolidated statements of operations and comprehensive loss of $0.1 million and $0.1 million for the three months ended September 30, 2023 and 2022, respectively, and $0.6 million and $0.6 million for the nine months ended September 30, 2023 and 2022, respectively, related to capitalized features no longer expected to be used. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | Note 9. Leases The Company leases real estate from unrelated parties under operating lease agreements that have initial terms ranging from one year to 11 years. Some leases include one or more options to renew, generally at our sole discretion, of five additional years each. The components of lease expense are as follows: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands) Operating lease cost $ 1,578 $ 1,851 $ 4,875 $ 5,928 Variable lease cost 478 374 1,587 1,121 Short-term lease cost 109 80 258 268 Total lease cost $ 2,165 $ 2,305 $ 6,720 $ 7,317 Supplemental cash flow information related to leases is as follows: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands) Cash paid for operating lease liabilities $ 1,127 $ 2,105 $ 4,860 $ 6,080 Operating lease assets obtained in exchange for operating lease liabilities $ — $ 177 $ 183 $ 810 Supplemental balance sheet information, included in other non-current assets accrued expenses and other other non-current liabilities September 30, December 31, 2023 2022 (in thousands) Operating lease right-of-use assets $ 16,394 $ 21,756 Current operating lease liabilities 3,692 5,239 Long-term operating lease liabilities 19,256 22,500 Total operating lease liabilities $ 22,948 $ 27,739 At September 30, 2023 and December 31, 2022, the weighted average remaining lease term for operating leases was 6.03 years and 6.34 years, respectively, and the weighted average discount rate w as 4.9%. Future undiscounted cash flows for each of the next five years and thereafter and reconciliation to the lease liabilities recognized on the balance sheet as of September 30, 2023 is as follows (in thousands): Year ended December 31, 2023 (remainder of year) $ 1,450 2024 4,751 2025 4,421 2026 4,225 2027 3,775 Thereafter 8,512 Total lease payments 27,134 Less: imputed interest 4,187 Total present value of lease liabilities $ 22,948 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 10. Long-Term Debt Long-term debt consisted of the following as of: September 30, December 31, 2023 2022 (in thousands) Term notes with interest payable monthly, interest rate at Adjusted SOFR or Alternative Base Rate (“ABR”), plus an applicable mar gin of 3.25% (8.69554% at September 30, 2023) quarterly principal payments of 0.25% of original principal balance with balloon payment due July 2028 $ 539,000 $ 543,125 Revolver with interest payable monthly, interest rate at Adjusted SOFR or ABR, plus an applicable margin of 3.25% ( 8.68056% at September 30, 2023), and outstanding balance due July 2026 — — Principal debt 539,000 543,125 Deferred financing costs on long-term debt (4,210) (4,900) Discount on long-term debt (1,528) (1,779) Total debt 533,262 536,446 Less current maturities 5,500 5,500 Long-term portion $ 527,762 $ 530,946 In 2021, the Company agreed to two term loans for an aggregate principal amount of $550.0 million (“Term Loans”), a revolver with a capacity of $190.0 million (“Revolver”) and a sub-limit of the Revolver available for letters of credit up to an aggregate face amount of $20.0 million. These debt arrangements are collectively referred to herein as the (“Credit Facilities”). Prior to July 1, 2023, borrowings under the Credit Facilities are available as ABR or Eurocurrency borrowings. ABR borrowings under the Credit Facilities accrued interest at an alternate base rate plus an applicable rate, and Eurocurrency borrowings accrued interest at an adjusted LIBOR rate plus an applicable rate. The ABR rate represented the greater of the prime rate, Federal Reserve Bank of New York rate plus ½ of 1%, and an adjusted LIBOR rate for a one month interest period plus 1%. The applicable rate for the Term Loans and the Revolver is 3% for Eurocurrency borrowings and 2% for ABR Borrowings, in each case subject to change based on our first lien net leverage ratio. On June 26, 2023, the Credit Facilities were amended to replace the reference rate of LIBOR with the Adjusted SOFR rate (see definition below). The interest rate on any loans outstanding under the Credit Facilities continued to be determined by reference to LIBOR until June 30, 2023, after which time the interest rates on such loans began bearing interest by reference to SOFR. The Company continues to monitor the impact of the transition from LIBOR to SOFR on its business but does not expect a significant impact to the consolidated financial statements. Effective as of July 1, 2023, borrowings under the Credit Facilities bear interest at the Company’s option at ABR plus an applicable rate, or at a forward-looking term rate based upon the secured overnight financing rate, plus (i) (a) with respect to Term Loans, credit spread adjustments of 0.11448%, 0.26161%, 0.42826% and 0.71513% for interest periods of one, three, six and twelve months, respectively and (b) with respect to revolving loans, a credit spread adjustment of 0.0% (“Adjusted SOFR”) plus (ii) an applicable rate, in each case with such applicable rate based on the Company’s first lien net leverage ratio. The ABR represents the highest of the prime rate, Federal Reserve Bank of New York rate plus ½ of 1%, and the Adjusted SOFR for a one month interest period plus 1%. The applicable rate for the Term Loans and the Revolver is 3.0% for Adjusted SOFR borrowings and 2.0% for ABR borrowings, in each case subject to change based on our first lien net leverage ratio. The Company determines the fair value of long-term debt based on trading prices for its debt if available. As of September 30, 2023, the Company obtained trading prices for the term notes outstanding. However, as such trading prices require significant unobservable inputs to the pricing model, such instruments are classified as Level 2. If no such trading prices are available, the Company determines the fair value of long-term debt using discounted cash flows, applying current interest rates and current credit spreads, based on its own credit risk. The fair value amounts were approximately $539.7 million and $531.6 million as of September 30, 2023 and December 31, 2022, respectively. Effective October 31, 2022, the Company entered into an interest rate swap agreement (the “Initial Swap”) in connection with the Company’s Credit Facilities for a notional amount of $200.0 million to convert a portion of the floating rate component of the Term Loans from a floating rate to a fixed rate. The Initial Swap agreement has a term of five years with a fixed rate in the agreement of 4.212%, as amended in June 2023. Additionally, effective March 31, 2023, the Company entered into a second interest rate swap agreement (the “Second Swap” and together with the Initial Swap, the “Swap Agreements”) in connection with the Company’s Credit Facilities for a notional amount of $100.0 million to convert a portion of the floating rate component of the Term Loans from a floating rate to a fixed rate. The Second Swap agreement has a term of approximately 4.5 years with a fixed rate in the agreement of 3.951%, as amended in June 2023. The Swap Agreements are accounted for as derivatives whereby the fair value of each contract is reported within the condensed consolidated balance sheets, and associated gains or losses resulting from changes in the fair value are reported in interest and other expense, net, in the statement of operations and comprehensive loss. As of September 30, 2023 the fair value of the Swap Agreements was an asset of $3.7 million that is reported in other non-current assets on the condensed consolidated balance sheets. The Company’s Credit Facilities are subject to certain financial and nonfinancial covenants and are secured by substantially all assets of the Company. As of September 30, 2023, the Company was in compliance with all of its covenants. Aggregate maturities of the Company’s debt for the years ending December 31 are as follows as of September 30, 2023 (in thousands): Year ending December 31: 2023 (remainder of year) $ 1,375 2024 5,500 2025 5,500 2026 5,500 2027 5,500 Thereafter 515,625 Total aggregate maturities of the Company’s debt $ 539,000 |
Equity
Equity | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Equity | Note 11. Equity On July 6, 2021, the Company filed an Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to authorize the issuance up to 2,050,000,000 shares, par value $0.00001 per share, consisting of 2,000,000,000 shares of common stock and 50,000,000 shares of preferred stock. On June 14, 2022, our Board of Directors approved a stock repurchase program (the “Repurchase Program”) wi th authorization to purchase up to $50.0 million in shares of the Company’s common stock through the expiration of the program on December 21, 2022. Repurchases under the program may be made in the open market, in privately negotiated transactions or otherwise, with the amount and timing of repurchases to be determined at the Company’s discretion, depending on market conditions and corporate needs. This program does not obligate the Company to acquire any particular amount of common stock and may be modified, suspended or terminated at any time at the discretion of the Board of Directors. On November 7, 2022, our Board of Directors approved an expansion of the Repurchase Program with authorization to purchase up to an additional $50.0 million in shares of the Company’s common stock ($100.0 million total) and an extension to the expiration of the Repurchase Program through December 31, 2023. The Company expects to fund repurchases with existing cash on hand. The Company repurchased and retired 0.2 million and 4.2 million shares of common stock pursuant to the Repurchase Program for $1.6 million and $41.2 million including transaction fees, during the three and nine months ended September 30, 2023, respectively. As of September 30, 2023, $16.0 million remained available under the Repurchase Program. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Note 12. Stock-Based Compensation In 2016, the Company adopted the 2016 Equity Incentive Plan (the “2016 Plan”). The 2016 Plan provided for the granting of stock-based awards, including stock options, stock appreciation rights, restricted or unrestricted stock awards, phantom stock, performance awards, and other stock-based awards. In connection with the Initial Public Offering (“IPO”), the Company’s board of directors adopted, and the Company’s stockholders approved, the 2021 Incentive Award Plan (the “2021 Plan”), which became effective immediately prior to the effectiveness of the registration statement for the Company’s IPO and, as a result of which, the Company can no longer make awards under the 2016 Plan. The 2021 Plan provides for the issuance of incentive stock options, non-qualified stock options, stock awards, stock units, stock appreciation rights and other stock-based awards. The number of shares initially reserved for issuance under the 2021 Plan was 22,000,000 shares, inclusive of available shares previously reserved for issuance under the 2016 Plan. In addition, the number of shares reserved for issuance under the 2021 Plan is subject to an annual increase on the first day of each calendar year beginning on January 1, 2022 and ending on and including January 1, 2031, equal to the lesser of (i) 3% of the shares outstanding (on an as-converted basis) on the last day of the immediately preceding fiscal year and (ii) such smaller number of shares as determined by the Company’s board of directors, provided that no more than 22,000,000 shares may be issued upon the exercise of incentive stock options. Based on the Company’s outstanding shares of common stock as of December 31, 2022, as of January 1, 2023 the number of shares reserved for issuance under the 2021 Plan increased by 5.7 million. In connection with the IPO, the Company’s board of directors adopted the 2021 Employee Stock Purchase Plan (the “ESPP”). For more information on the ESPP, refer to Note 12. Stock-Based Compensation in the Annual Report on Form 10-K. The following table summarizes our restricted stock unit (“RSU”) and stock option activity for the nine months ended September 30, 2023: RSUs Stock Options (in thousands) Outstanding as of January 1, 2023 2,022 16,937 Granted 2,839 — Vested or exercised (347) (103) Cancelled or forfeited (24) (78) Outstanding as of March 31, 2023 4,490 16,756 Granted 149 — Vested or exercised (404) (38) Cancelled or forfeited (188) (2,799) Outstanding as of June 30, 2023 4,047 13,919 Granted 87 — Vested or exercised (292) (156) Cancelled or forfeited (122) (124) Outstanding as of September 30, 2023 3,720 13,639 As of September 30, 2023, total unrecognized compensation expense was $34.1 million and $12.4 million related to outstanding restricted stock units and outstanding stock options, respectively. Stock-based compensation expense was classified in the unaudited condensed consolidated statements of operations and comprehensive loss as follows: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands) Cost of revenues $ 127 $ 109 $ 362 $ 278 Sales and marketing 402 380 1,281 1,127 Product development 642 501 1,808 1,389 General and administrative 4,684 6,143 16,159 16,982 Total stock-based compensation expense $ 5,855 $ 7,133 $ 19,610 $ 19,776 |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | Note 13. Net Loss Per Share Attributable to Common Stockholders The following table presents the calculation of basic and diluted net loss per share for the Company’s common stock as of: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands except per share amounts) Numerator for basic and diluted EPS – net loss attributable to common stockholders $ (614) $ (15,853) $ (22,285) $ (42,043) Denominator: Denominator for basic and diluted EPS – weighted-average shares of common stock outstanding used in computing net loss per share 188,805 194,543 189,040 195,205 Basic and diluted net loss per share attributable to common stockholders $ — $ (0.08) $ (0.12) $ (0.22) The following outstanding potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented due to their anti-dilutive effect as of: September 30, 2023 2022 (in thousands) Outstanding options to purchase common stock and unvested RSUs 17,359 19,118 Total anti-dilutive outstanding potential common stock 17,359 19,118 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 14. Fair Value of Financial Instruments Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair value. The Company measures fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The Company utilizes a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: • Level 1: Valuations based on quoted prices in active markets for identical assets or liabilities that an entity has the ability to access. • Level 2: Valuations based on quoted prices for similar assets or liabilities, quoted prices for identical assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities. • Level 3: Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying value of cash and cash equivalents, accounts receivable, contract assets and accounts payable approximate their fair value because of the short-term nature of these instruments. Our interest rate swaps are valued based upon interest yield curves, interest rate volatility and credit spreads. Our interest rate swaps are classified within Level 2 of the fair value hierarchy as all significant inputs are corroborated by observable data. There were no transfers between fair value measurement levels during the three and nine months ended September 30, 2023 and 2022. The following table presents information about the Company's financial assets and liabilities measured at fair value on a recurring basis as of: September 30, 2023 Balance Sheet Classification Level 1 Level 2 Level 3 Total (in thousands) Assets: Money market $ 11,365 $ — $ — $ 11,365 Cash equivalents Interest rate swaps $ — $ 3,743 $ — $ 3,743 Other non-current assets December 31, 2022 Balance Sheet Classification Level 1 Level 2 Level 3 Total (in thousands) Asset: Money market $ 6,568 $ — $ — $ 6,568 Cash equivalents Liability: Interest rate swap $ — $ 2,893 $ — $ 2,893 Other non-current liabilities |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 15. Income Taxes Our provision for income taxes in interim periods has historically been based on our estimated annual effective tax rate. We record cumulative adjustments in the quarter in which a change in the estimated annual effective rate is determined. In the third quarter of 2023, it is the Company's judgement that the estimated annual effective tax rate did not result in a reliable estimate, so an estimate was determined using year to date results. The income tax (expense) benefit was expense of $0.2 million and a benefit of $0.3 million for the three months ended September 30, 2023 and 2022, respectively, and a benefit of $1.5 million and $6.0 million for the nine months ended September 30, 2023 and 2022, respectively. Our effective income tax rate was (64.6)% and 1.8% for the three months ended September 30, 2023 and 2022, respectively, and 6.5% and 12.4% for the nine months ended September 30, 2023 and 2022, respectively. The difference in income tax (expense) benefit for the three and nine months ended September 30, 2023 as compared to the corresponding period in 2022, with such changes driven primarily by discrete items. The nine months ended September 30, 2023 includes the release of a valuation allowance in the second quarter 2023. The nine months ended September 30, 2022 included a California law change, an intercompany intellectual property sale, and the establishment of a valuation allowance for our New Zealand subsidiaries in the first quarter of 2022. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 16. Commitments and Contingencies The Company has non-cancelable contractual purchase obligations incurred in the normal course of business to help deliver our services and products and provide support to our customers. These contracts with vendors primarily relate to software service, targeted mail costs, third party fulfillment costs and software hosting. Unrecognized future minimum payments due under these agreements are as follows (in thousands): Year ended December 31, 2023 (remainder of year) $ 3,252 2024 13,040 2025 10,279 2026 2,125 2027 2,625 Thereafter 687 Total future minimum payments due $ 32,008 From time to time, the Company may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are currently not aware of any such legal proceedings or claims that we believe will have, individually or in the aggregate, a material adverse effect on our business, financial condition or operating results. The Company assesses the applicability of nexus in jurisdictions in which the Company sells products and services. As of September 30, 2023 and December 31, 2022, the Company recorded a liability in the amount of $10.8 million and $11.2 million, respectively, within current liabilities and other long-term liabilities as a provision for sales and use, gross receipts and goods and services tax. In connection with the Company's accounting for acquisitions, the Company has recorded liabilities and corresponding provisional escrow or indemnity receivables within the purchase price allocations for instances in which the Company is indemnified for tax matters. |
Geographic Areas
Geographic Areas | 9 Months Ended |
Sep. 30, 2023 | |
Geographic Areas, Long-Lived Assets [Abstract] | |
Geographic Areas | Note 17. Geographic Areas The following table sets forth long-lived assets by geographic area as of: September 30, December 31, 2023 2022 (in thousands) United States $ 40,245 $ 36,226 International $ 10,623 $ 8,258 |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Event | Note 18. Subsequent Event On November 5, 2023, our Board of Directors approved an expansion of the Repurchase Program with authorization to purchase up to an additional $50.0 million in shares of the Company’s common stock (from $100.0 million to $150.0 million in total) and an extension to the expiration of the Repurchase Program through December 31, 2024. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||||||
Net loss | $ (614) | $ (896) | $ (20,775) | $ (15,853) | $ (12,881) | $ (13,309) | $ (22,285) | $ (42,043) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
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 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements for the year ended December 31, 2022 and the related notes (“Annual Report on Form 10-K”). The December 31, 2022 consolidated balance sheet was derived from our audited consolidated financial statements as of that date. Our unaudited interim condensed consolidated financial statements include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair statement of the unaudited condensed consolidated financial statements. All intercompany accounts and transactions have been eliminated in consolidation. There have been no significant changes in accounting policies during the nine months ended September 30, 2023 from those disclosed in the annual consolidated financial statements for the year ended December 31, 2022 and the related notes. Certain prior year amounts have been reclassified to conform to the current year presentation. |
Use of Estimates | Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain amounts reported in the unaudited condensed consolidated financial statements, including the accompanying notes. The Company bases its estimates on historical factors, current circumstances, and the experience and judgment of management. The Company evaluates its estimates and assumptions on an ongoing basis. Actual results could differ from those estimates. Significant estimates reflected in the consolidated financial statements include revenue recognition, allowance for expected credit losses, valuation allowances with respect to deferred tax assets, assumptions underlying the fair value used in the calculation of stock-based compensation, valuation of intangible assets and goodwill and useful lives of tangible and intangible assets, among others. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Accounting pronouncements issued and adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326); Measurement of Credit Losses on Financial Instruments, which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost, which includes the Company’s accounts receivable and contract assets. This updated standard is effective for annual reporting periods beginning after December 15, 2022. The Company adopted this ASU for the year ending December 31, 2023 and it did not have a material impact on the financial statements. In October 2021, the FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , which amends the guidance in ASC 805 to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. FASB’s objective in issuing the ASU is to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity and inconsistency related to both the recognition of an acquired contract liability and payment terms’ effects on subsequent revenue recognized by the acquirer. This updated standard is effective for annual reporting periods beginning after December 15, 2022. The Company adopted this ASU on January 1, 2023 and it is prospectively applicable to all business combinations from the adoption date. The adoption of this standard was not material to the KickServ Acquisition (see Note 3). In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The pronouncement provides temporary optional expedients and exceptions to the current guidance on contract modifications and hedge accounting to ease the financial reporting burden related to the expected market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates. The guidance was effective upon issuance and generally can be applied to applicable contract modifications through December 31, 2024. There was no material impact to our financial statements from the adoption of this standard. We reviewed all other recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact to the financial statements. |
Kickserv Acquisition (Tables)
Kickserv Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Estimated Fair Values of Consideration Transferred, Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of consideration transferred, assets acquired and liabilities assumed at the acquisition date: August 10, 2023 (in thousands) Total consideration transferred: Cash $ 14,993 Net assets acquired: Prepaid expenses and other assets $ 51 Intangibles—definite lived 3,155 Goodwill 12,516 Accounts payable, accrued expenses and other (11) Deferred tax liability, net (397) Deferred revenue (274) Other non-current liabilities (47) Total net assets acquired $ 14,993 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following tables present a disaggregation of our revenue from contracts with customers by revenue recognition pattern and geographical market: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands) By pattern of recognition (timing of transfer of services): Point in time $ 17,984 $ 14,496 $ 48,141 $ 40,112 Over time 156,757 143,630 457,788 418,836 Total $ 174,741 $ 158,126 $ 505,929 $ 458,948 By geographical market: United States $ 159,859 $ 146,492 $ 461,336 $ 418,510 International 14,882 11,634 44,593 40,438 Total $ 174,741 $ 158,126 $ 505,929 $ 458,948 |
Schedule of Supplemental Balance Sheet Information | Supplemental balance sheet information related to contracts from customers as of: September 30, December 31, 2023 2022 (in thousands) Accounts receivable, net $ 50,725 $ 48,032 Contract assets $ 13,233 $ 12,971 Deferred revenue $ 24,639 $ 22,885 Customer deposits $ 12,188 $ 11,360 Long-term deferred revenue $ 2,192 $ 2,496 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill activity consisted of the following for the nine months ended September 30, 2023 (in thousands): Balance at December 31, 2022 $ 914,082 Acquired goodwill 12,516 Effect of foreign currency exchange rate changes (2,832) Balance at September 30, 2023 $ 923,766 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following as of: September 30, 2023 Useful Gross Carrying Accumulated Net Book (in thousands) Customer relationships 3-20 years $ 608,024 $ 318,175 $ 289,849 Developed technology 2-12 years 106,702 71,298 35,404 Trade name 3-10 years 38,655 23,183 15,472 Non-compete agreements 2-5 years 2,404 2,288 116 Total $ 755,785 $ 414,944 $ 340,841 December 31, 2022 Useful Gross Carrying Accumulated Net Book (in thousands) Customer relationships 3-20 years $ 605,753 $ 265,342 $ 340,411 Developed technology 2-12 years 105,766 59,208 46,558 Trade name 3-10 years 38,131 19,725 18,406 Non-compete agreements 2-5 years 2,402 2,057 345 Total $ 752,052 $ 346,332 $ 405,720 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following as of: September 30, December 31, 2023 2022 (in thousands) Computer equipment and software $ 10,737 $ 9,327 Furniture and fixtures 3,741 3,570 Leasehold improvements 11,954 11,941 Total property and equipment 26,432 24,838 Less accumulated depreciation (16,171) (12,908) Property and equipment, net $ 10,261 $ 11,930 |
Capitalized Software (Tables)
Capitalized Software (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Research and Development [Abstract] | |
Schedule of Capitalized Software | Capitalized software consisted of the following as of: September 30, December 31, 2023 2022 (in thousands) Capitalized software $ 59,872 $ 45,872 Less: accumulated amortization (19,265) (13,318) Capitalized software, net $ 40,607 $ 32,554 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Lease Expense and Supplemental Cash Flow, Balance Sheet Information | The components of lease expense are as follows: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands) Operating lease cost $ 1,578 $ 1,851 $ 4,875 $ 5,928 Variable lease cost 478 374 1,587 1,121 Short-term lease cost 109 80 258 268 Total lease cost $ 2,165 $ 2,305 $ 6,720 $ 7,317 Supplemental cash flow information related to leases is as follows: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands) Cash paid for operating lease liabilities $ 1,127 $ 2,105 $ 4,860 $ 6,080 Operating lease assets obtained in exchange for operating lease liabilities $ — $ 177 $ 183 $ 810 Supplemental balance sheet information, included in other non-current assets accrued expenses and other other non-current liabilities September 30, December 31, 2023 2022 (in thousands) Operating lease right-of-use assets $ 16,394 $ 21,756 Current operating lease liabilities 3,692 5,239 Long-term operating lease liabilities 19,256 22,500 Total operating lease liabilities $ 22,948 $ 27,739 |
Schedule of Future Undiscounted Cash Flows | Future undiscounted cash flows for each of the next five years and thereafter and reconciliation to the lease liabilities recognized on the balance sheet as of September 30, 2023 is as follows (in thousands): Year ended December 31, 2023 (remainder of year) $ 1,450 2024 4,751 2025 4,421 2026 4,225 2027 3,775 Thereafter 8,512 Total lease payments 27,134 Less: imputed interest 4,187 Total present value of lease liabilities $ 22,948 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consisted of the following as of: September 30, December 31, 2023 2022 (in thousands) Term notes with interest payable monthly, interest rate at Adjusted SOFR or Alternative Base Rate (“ABR”), plus an applicable mar gin of 3.25% (8.69554% at September 30, 2023) quarterly principal payments of 0.25% of original principal balance with balloon payment due July 2028 $ 539,000 $ 543,125 Revolver with interest payable monthly, interest rate at Adjusted SOFR or ABR, plus an applicable margin of 3.25% ( 8.68056% at September 30, 2023), and outstanding balance due July 2026 — — Principal debt 539,000 543,125 Deferred financing costs on long-term debt (4,210) (4,900) Discount on long-term debt (1,528) (1,779) Total debt 533,262 536,446 Less current maturities 5,500 5,500 Long-term portion $ 527,762 $ 530,946 |
Schedule of Maturities of Long-term Debt | Aggregate maturities of the Company’s debt for the years ending December 31 are as follows as of September 30, 2023 (in thousands): Year ending December 31: 2023 (remainder of year) $ 1,375 2024 5,500 2025 5,500 2026 5,500 2027 5,500 Thereafter 515,625 Total aggregate maturities of the Company’s debt $ 539,000 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Restricted Stock Unit and Stock Option Activity | The following table summarizes our restricted stock unit (“RSU”) and stock option activity for the nine months ended September 30, 2023: RSUs Stock Options (in thousands) Outstanding as of January 1, 2023 2,022 16,937 Granted 2,839 — Vested or exercised (347) (103) Cancelled or forfeited (24) (78) Outstanding as of March 31, 2023 4,490 16,756 Granted 149 — Vested or exercised (404) (38) Cancelled or forfeited (188) (2,799) Outstanding as of June 30, 2023 4,047 13,919 Granted 87 — Vested or exercised (292) (156) Cancelled or forfeited (122) (124) Outstanding as of September 30, 2023 3,720 13,639 |
Schedule of Stock-Based Compensation Expense | Stock-based compensation expense was classified in the unaudited condensed consolidated statements of operations and comprehensive loss as follows: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands) Cost of revenues $ 127 $ 109 $ 362 $ 278 Sales and marketing 402 380 1,281 1,127 Product development 642 501 1,808 1,389 General and administrative 4,684 6,143 16,159 16,982 Total stock-based compensation expense $ 5,855 $ 7,133 $ 19,610 $ 19,776 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Basic and Diluted Net Loss Per Share | The following table presents the calculation of basic and diluted net loss per share for the Company’s common stock as of: Three months ended Nine months ended 2023 2022 2023 2022 (in thousands except per share amounts) Numerator for basic and diluted EPS – net loss attributable to common stockholders $ (614) $ (15,853) $ (22,285) $ (42,043) Denominator: Denominator for basic and diluted EPS – weighted-average shares of common stock outstanding used in computing net loss per share 188,805 194,543 189,040 195,205 Basic and diluted net loss per share attributable to common stockholders $ — $ (0.08) $ (0.12) $ (0.22) |
Schedule of Antidilutive Outstanding Common Stock Excluded from Computation of Diluted Net Loss Per Share | The following outstanding potentially dilutive common stock equivalents have been excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented due to their anti-dilutive effect as of: September 30, 2023 2022 (in thousands) Outstanding options to purchase common stock and unvested RSUs 17,359 19,118 Total anti-dilutive outstanding potential common stock 17,359 19,118 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table presents information about the Company's financial assets and liabilities measured at fair value on a recurring basis as of: September 30, 2023 Balance Sheet Classification Level 1 Level 2 Level 3 Total (in thousands) Assets: Money market $ 11,365 $ — $ — $ 11,365 Cash equivalents Interest rate swaps $ — $ 3,743 $ — $ 3,743 Other non-current assets December 31, 2022 Balance Sheet Classification Level 1 Level 2 Level 3 Total (in thousands) Asset: Money market $ 6,568 $ — $ — $ 6,568 Cash equivalents Liability: Interest rate swap $ — $ 2,893 $ — $ 2,893 Other non-current liabilities |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Unrecognized Future Minimum Payments | Unrecognized future minimum payments due under these agreements are as follows (in thousands): Year ended December 31, 2023 (remainder of year) $ 3,252 2024 13,040 2025 10,279 2026 2,125 2027 2,625 Thereafter 687 Total future minimum payments due $ 32,008 |
Geographic Areas (Tables)
Geographic Areas (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Geographic Areas, Long-Lived Assets [Abstract] | |
Schedule of Long-Lived Assets by Geographic Areas | The following table sets forth long-lived assets by geographic area as of: September 30, December 31, 2023 2022 (in thousands) United States $ 40,245 $ 36,226 International $ 10,623 $ 8,258 |
Nature of the Business (Details
Nature of the Business (Details) customer in Thousands | Sep. 30, 2023 customer core_vertical |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of customers | customer | 685 |
Number of core verticals | core_vertical | 3 |
Kickserv Acquisition - Narrativ
Kickserv Acquisition - Narrative (Details) $ in Thousands | Aug. 10, 2023 USD ($) |
Developed technology | |
Business Acquisition [Line Items] | |
Estimated useful life | 5 years |
Customer relationships | |
Business Acquisition [Line Items] | |
Estimated useful life | 13 years |
KickServ, LLC | |
Business Acquisition [Line Items] | |
Percentage of interest acquired | 100% |
Cash | $ 14,993 |
Kickserv Acquisition - Schedule
Kickserv Acquisition - Schedule of Estimated Fair Values of Consideration Transferred, Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Aug. 10, 2023 | Sep. 30, 2023 | Dec. 31, 2022 |
Net assets acquired: | |||
Goodwill | $ 923,766 | $ 914,082 | |
KickServ, LLC | |||
Business Acquisition [Line Items] | |||
Cash | $ 14,993 | ||
Net assets acquired: | |||
Prepaid expenses and other assets | 51 | ||
Intangibles—definite lived | 3,155 | ||
Goodwill | 12,516 | ||
Accounts payable, accrued expenses and other | (11) | ||
Deferred tax liability, net | (397) | ||
Deferred revenue | (274) | ||
Other non-current liabilities | (47) | ||
Total net assets acquired | $ 14,993 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 174,741 | $ 158,126 | $ 505,929 | $ 458,948 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 159,859 | 146,492 | 461,336 | 418,510 |
International | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 14,882 | 11,634 | 44,593 | 40,438 |
Point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 17,984 | 14,496 | 48,141 | 40,112 |
Over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 156,757 | $ 143,630 | $ 457,788 | $ 418,836 |
Revenue - Schedule of Supplemen
Revenue - Schedule of Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Accounts receivable, net | $ 50,725 | $ 48,032 |
Contract assets | 13,233 | 12,971 |
Deferred revenue | 24,639 | 22,885 |
Customer deposits | 12,188 | 11,360 |
Long-term deferred revenue | $ 2,192 | $ 2,496 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Capitalized Contract Cost [Line Items] | |||||
Revenue recognized | $ 21 | ||||
Cost to obtain contracts amortization period | 5 years | 5 years | |||
Short-term assets | $ 8.1 | $ 8.1 | $ 6.6 | ||
Long-term assets | 17.5 | 17.5 | $ 15.1 | ||
Sales and Marketing Expense | |||||
Capitalized Contract Cost [Line Items] | |||||
Amortization expense | 1.4 | $ 1.1 | 4.2 | $ 3.1 | |
Cost of revenues | |||||
Capitalized Contract Cost [Line Items] | |||||
Amortization expense | $ 0.6 | $ 0.4 | $ 1.6 | $ 1.2 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Narrative) (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, amount | $ 21.4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percentage | 61% |
Remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percentage | 28% |
Remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percentage | 8% |
Remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction | 2 years |
Goodwill (Details)
Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 914,082 |
Acquired goodwill | 12,516 |
Effect of foreign currency exchange rate changes | (2,832) |
Ending balance | $ 923,766 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 755,785 | $ 752,052 |
Accumulated Amortization | 414,944 | 346,332 |
Net Book Value | 340,841 | 405,720 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 608,024 | 605,753 |
Accumulated Amortization | 318,175 | 265,342 |
Net Book Value | $ 289,849 | $ 340,411 |
Customer relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 3 years | 3 years |
Customer relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 20 years | 20 years |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 106,702 | $ 105,766 |
Accumulated Amortization | 71,298 | 59,208 |
Net Book Value | $ 35,404 | $ 46,558 |
Developed technology | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 2 years | 2 years |
Developed technology | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 12 years | 12 years |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 38,655 | $ 38,131 |
Accumulated Amortization | 23,183 | 19,725 |
Net Book Value | $ 15,472 | $ 18,406 |
Trade name | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 3 years | 3 years |
Trade name | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 10 years | 10 years |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 2,404 | $ 2,402 |
Accumulated Amortization | 2,288 | 2,057 |
Net Book Value | $ 116 | $ 345 |
Non-compete agreements | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 2 years | 2 years |
Non-compete agreements | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 5 years | 5 years |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 22.5 | $ 25.2 | $ 68.6 | $ 75.7 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 26,432 | $ 24,838 |
Less accumulated depreciation | (16,171) | (12,908) |
Property and equipment, net | 10,261 | 11,930 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 10,737 | 9,327 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 3,741 | 3,570 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 11,954 | $ 11,941 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 1.3 | $ 1 | $ 3.3 | $ 3.1 |
Capitalized Software - Schedule
Capitalized Software - Schedule of Capitalized Software (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Research and Development [Abstract] | ||
Capitalized software | $ 59,872 | $ 45,872 |
Less: accumulated amortization | (19,265) | (13,318) |
Capitalized software, net | $ 40,607 | $ 32,554 |
Capitalized Software - Narrativ
Capitalized Software - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Research and Development [Abstract] | ||||
Amortization | $ 2.3 | $ 1.4 | $ 6.1 | $ 3.7 |
Capitalized software abandonment | $ 0.1 | $ 0.1 | $ 0.6 | $ 0.6 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Lessee, Lease, Description [Line Items] | ||
Extended lease term (in years) | 5 years | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other non-current assets | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other non-current liabilities | |
Weighted average remaining lease term for operating leases (in years) | 6 years 10 days | 6 years 4 months 2 days |
Operating lease, weighted average discount rate | 4.90% | 4.90% |
Aggregate future lease payments | $ 1.6 | |
Lease term | 3 years | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease initial terms (in years) | 1 year | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease initial terms (in years) | 11 years |
Leases - Schedule of Lease Expe
Leases - Schedule of Lease Expense and Supplemental Cash Flow, Balance Sheet Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Leases [Abstract] | |||||
Operating lease cost | $ 1,578 | $ 1,851 | $ 4,875 | $ 5,928 | |
Variable lease cost | 478 | 374 | 1,587 | 1,121 | |
Short-term lease cost | 109 | 80 | 258 | 268 | |
Total lease cost | 2,165 | 2,305 | 6,720 | 7,317 | |
Cash Paid For Amounts Included In The Measurement Of Lease Liabilities [Abstract] | |||||
Cash paid for operating lease liabilities | 1,127 | 2,105 | 4,860 | 6,080 | |
Right-Of-Use Assets Obtained In Exchange For New Lease Obligations [Abstract] | |||||
Operating lease assets obtained in exchange for operating lease liabilities | 0 | $ 177 | 183 | $ 810 | |
Operating lease right-of-use assets | 16,394 | 16,394 | $ 21,756 | ||
Current operating lease liabilities | 3,692 | 3,692 | 5,239 | ||
Long-term operating lease liabilities | 19,256 | 19,256 | 22,500 | ||
Total operating lease liabilities | $ 22,948 | $ 22,948 | $ 27,739 |
Leases - Schedule of Future Und
Leases - Schedule of Future Undiscounted Cash Flows (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Lessee, Operating Lease, Liability, to be Paid [Abstract] | ||
2023 (remainder of year) | $ 1,450 | |
2024 | 4,751 | |
2025 | 4,421 | |
2026 | 4,225 | |
2027 | 3,775 | |
Thereafter | 8,512 | |
Total lease payments | 27,134 | |
Less: imputed interest | 4,187 | |
Total present value of lease liabilities | $ 22,948 | $ 27,739 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Principal debt | $ 539,000 | $ 543,125 |
Deferred financing costs on long-term debt | (4,210) | (4,900) |
Discount on long-term debt | (1,528) | (1,779) |
Total debt | 533,262 | 536,446 |
Less current maturities | 5,500 | 5,500 |
Long-term portion | $ 527,762 | 530,946 |
New Term Loan | Term Loan | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 8.69554% | |
Principal payment as a percentage of original principal balance | 0.25% | |
Principal debt | $ 539,000 | 543,125 |
New Term Loan | SOFR or ABR | Term Loan | ||
Debt Instrument [Line Items] | ||
Basis spread | 3.25% | |
New Revolver | Revolving Loans | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 8.68056% | |
Principal debt | $ 0 | $ 0 |
New Revolver | SOFR or ABR | Revolving Loans | ||
Debt Instrument [Line Items] | ||
Basis spread | 3.25% |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | 3 Months Ended | 12 Months Ended | |||||
Jul. 01, 2023 | Oct. 31, 2022 USD ($) | Mar. 31, 2023 USD ($) | Dec. 31, 2021 USD ($) loan | Sep. 30, 2023 USD ($) | Jun. 30, 2023 | Dec. 31, 2022 USD ($) | |
Interest rate swaps | |||||||
Debt Instrument [Line Items] | |||||||
Notional amount | $ 200,000,000 | ||||||
Agreement term | 5 years | ||||||
Fixed interest rate | 4.212% | ||||||
Fair value of asset | $ 3,700,000 | ||||||
Interest Rate Swap Two | |||||||
Debt Instrument [Line Items] | |||||||
Notional amount | $ 100,000,000 | ||||||
Agreement term | 4 years 6 months | ||||||
Fixed interest rate | 3.951% | ||||||
Level 2 | Fair Value | |||||||
Debt Instrument [Line Items] | |||||||
Fair value | $ 539,700,000 | $ 531,600,000 | |||||
Line of Credit | Credit Faciltities | Federal Reserve Bank of New York | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 0.50% | 0.50% | |||||
Line of Credit | Credit Faciltities | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 1% | ||||||
Line of Credit | Credit Faciltities | SOFR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 1% | ||||||
Term Loan | New Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Number of term loans | loan | 2 | ||||||
Maximum borrowing capacity | $ 550,000,000 | ||||||
Term Loan | New Term Loan | Eurocurrency | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 3% | ||||||
Term Loan | New Term Loan | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 2% | 2% | |||||
Term Loan | New Term Loan | One Month Secured Overnight Financing Rate (SOFR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 0.11448% | ||||||
Term Loan | New Term Loan | Three Month Secured Overnight Financing Rate (SOFR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 0.26161% | ||||||
Term Loan | New Term Loan | Six Month Secured Overnight Financing Rate (SOFR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 0.42826% | ||||||
Term Loan | New Term Loan | Twelve Month Secured Overnight Financing Rate (SOFR) | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 0.71513% | ||||||
Term Loan | New Term Loan | SOFR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 3% | ||||||
Revolving Loans | New Revolver | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 190,000,000 | ||||||
Revolving Loans | New Revolver | Eurocurrency | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 3% | ||||||
Revolving Loans | New Revolver | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 2% | 2% | |||||
Revolving Loans | New Revolver | Adjusted Secured Overnight Financing Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | |||||||
Revolving Loans | New Revolver | SOFR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread | 3% | ||||||
Letter of Credit | New Revolver | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 20,000,000 |
Long-Term Debt - Schedule of Ma
Long-Term Debt - Schedule of Maturities of Long-term Debt (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2023 (remainder of year) | $ 1,375 |
2024 | 5,500 |
2025 | 5,500 |
2026 | 5,500 |
2027 | 5,500 |
Thereafter | 515,625 |
Total aggregate maturities of the Company’s debt | $ 539,000 |
Equity (Details)
Equity (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | Nov. 07, 2022 | Jun. 14, 2022 | Jul. 06, 2021 | |
Class of Stock [Line Items] | ||||||
Shares authorized (in shares) | 2,050,000,000 | |||||
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||
Common stock, shares authorized (in shares) | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | ||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | ||
Stock repurchase program with authorization | $ 100,000,000 | |||||
Repurchase and retirement of common shares (in shares) | 200,000 | 4,200,000 | ||||
Repurchase and retirement of common stock | $ 1,600,000 | $ 41,200,000 | ||||
Stock repurchase program, remaining authorized repurchase amount | $ 16,000,000 | $ 16,000,000 | ||||
Maximum | ||||||
Class of Stock [Line Items] | ||||||
Stock repurchase program with authorization | $ 50,000,000 | |||||
Repurchase program, additional authorized amount | $ 50,000,000 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | Jan. 01, 2023 | Jul. 06, 2021 | Sep. 30, 2023 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense, RSUs | $ 34.1 | ||
Unrecognized compensation expense, stock options | $ 12.4 | ||
2021 Incentive Award Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares reserved for issuance (in shares) | 22,000,000 | ||
Percentage of stock outstanding | 3% | ||
Additional shares reserved for issuance (in shares) | 5,700,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Restricted Stock Unit and Stock Option Activity (Details) - shares shares in Thousands | 3 Months Ended | ||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | |
Stock Options | |||
Beginning balance (in shares) | 13,919 | 16,756 | 16,937 |
Granted (in shares) | 0 | 0 | 0 |
Vested or exercised (in shares) | (156) | (38) | (103) |
Cancelled or forfeited (in shares) | (124) | (2,799) | (78) |
Ending balance (in shares) | 13,639 | 13,919 | 16,756 |
RSUs | |||
RSUs | |||
Beginning balance (in shares) | 4,047 | 4,490 | 2,022 |
Granted (in shares) | 87 | 149 | 2,839 |
Vested or exercised (in shares) | (292) | (404) | (347) |
Cancelled or forfeited (in shares) | (122) | (188) | (24) |
Ending balance (in shares) | 3,720 | 4,047 | 4,490 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 5,855 | $ 7,133 | $ 19,610 | $ 19,776 |
Cost of revenues | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 127 | 109 | 362 | 278 |
Sales and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 402 | 380 | 1,281 | 1,127 |
Product development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 642 | 501 | 1,808 | 1,389 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 4,684 | $ 6,143 | $ 16,159 | $ 16,982 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Schedule of Calculation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Earnings Per Share [Abstract] | ||||
Numerator for basic EPS - net loss attributable to common stockholders | $ (614) | $ (15,853) | $ (22,285) | $ (42,043) |
Numerator for diluted EPS - net loss attributable to common stockholders | $ (614) | $ (15,853) | $ (22,285) | $ (42,043) |
Denominator: | ||||
Denominator for basic EPS - weighted-average shares of common stock outstanding used in computing net loss per share (in shares) | 188,805,421 | 194,542,764 | 189,039,709 | 195,205,260 |
Denominator for diluted EPS - weighted-average shares of common stock outstanding used in computing net loss per share (in shares) | 188,805,421 | 194,542,764 | 189,039,709 | 195,205,260 |
Basic net loss per share attributable to common stockholders (in dollars per share) | $ 0 | $ (0.08) | $ (0.12) | $ (0.22) |
Diluted net loss per share attributable to common stockholders (in dollars per share) | $ 0 | $ (0.08) | $ (0.12) | $ (0.22) |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Common Stockholders - Schedule of Antidilutive Outstanding Common Stock Excluded from Computation of Diluted Net Loss Per Share (Details) - shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive outstanding potential common stock | 17,359 | 19,118 |
Outstanding options to purchase common stock and unvested RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive outstanding potential common stock | 17,359 | 19,118 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Interest rate swaps | ||
Assets: | ||
Interest rate swaps | $ 3,700 | |
Fair Value, Recurring | Interest rate swaps | ||
Assets: | ||
Interest rate swaps | 3,743 | |
Liability: | ||
Interest rate swap | $ 2,893 | |
Fair Value, Recurring | Interest rate swaps | Level 1 | ||
Assets: | ||
Interest rate swaps | 0 | |
Liability: | ||
Interest rate swap | 0 | |
Fair Value, Recurring | Interest rate swaps | Level 2 | ||
Assets: | ||
Interest rate swaps | 3,743 | |
Liability: | ||
Interest rate swap | 2,893 | |
Fair Value, Recurring | Interest rate swaps | Level 3 | ||
Assets: | ||
Interest rate swaps | 0 | |
Liability: | ||
Interest rate swap | 0 | |
Fair Value, Recurring | Money market | ||
Assets: | ||
Money market | 11,365 | 6,568 |
Fair Value, Recurring | Money market | Level 1 | ||
Assets: | ||
Money market | 11,365 | 6,568 |
Fair Value, Recurring | Money market | Level 2 | ||
Assets: | ||
Money market | 0 | 0 |
Fair Value, Recurring | Money market | Level 3 | ||
Assets: | ||
Money market | $ 0 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (expense) benefit | $ (241) | $ 291 | $ 1,543 | $ 5,953 |
Effective income tax rate | (64.60%) | 1.80% | 6.50% | 12.40% |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Unrecognized Future Minimum Payments (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Contractual Obligation, Fiscal Year Maturity [Abstract] | |
2023 (remainder of year) | $ 3,252 |
2024 | 13,040 |
2025 | 10,279 |
2026 | 2,125 |
2027 | 2,625 |
Thereafter | 687 |
Total future minimum payments due | $ 32,008 |
Commitments and Contingencies_2
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
Sales and use tax liability | $ 10.8 | $ 11.2 |
Geographic Areas (Details)
Geographic Areas (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 40,245 | $ 36,226 |
International | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 10,623 | $ 8,258 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) | Nov. 05, 2023 | Nov. 04, 2023 | Nov. 07, 2022 |
Subsequent Event [Line Items] | |||
Stock repurchase program with authorization | $ 100,000,000 | ||
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Stock repurchase program, increase in authorized amount | $ 50,000,000 | ||
Stock repurchase program with authorization | $ 150,000,000 | $ 100,000,000 |