Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | May 06, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-40575 | |
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, $0.00001 par value | |
Trading Symbol | EVCM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 185,103,215 | |
Entity Central Index Key | 0001853145 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 89,976 | $ 92,609 |
Restricted cash | 0 | 3,570 |
Accounts receivable, net of allowance for expected credit losses of $5.3 million and $6.2 million at March 31, 2024 and December 31, 2023, respectively | 48,405 | 45,417 |
Contract assets | 15,954 | 16,117 |
Assets held for sale | 12,596 | 0 |
Prepaid expenses and other current assets | 27,679 | 22,434 |
Total current assets | 194,610 | 180,147 |
Property and equipment, net | 8,250 | 9,734 |
Capitalized software, net | 39,622 | 42,511 |
Other non-current assets | 39,746 | 42,722 |
Intangible assets, net | 282,579 | 315,519 |
Goodwill | 917,709 | 927,431 |
Total assets | 1,482,516 | 1,518,064 |
Current liabilities: | ||
Accounts payable | 8,073 | 8,638 |
Accrued expenses and other | 57,802 | 66,265 |
Deferred revenue | 25,894 | 24,082 |
Customer deposits | 10,822 | 12,891 |
Current maturities of long-term debt | 5,500 | 5,500 |
Liabilities held for sale | 5,774 | 0 |
Total current liabilities | 113,865 | 117,376 |
Long-term debt, net of current maturities and deferred financing costs | 525,628 | 526,696 |
Other non-current liabilities | 42,337 | 47,956 |
Total liabilities | 681,830 | 692,028 |
Commitments and contingencies (Note 17) | ||
Stockholders’ equity: | ||
Preferred stock, $0.00001 par value, 50,000,000 shares authorized and no shares issued or outstanding as of March 31, 2024 and December 31, 2023 | 0 | 0 |
Common stock, $0.00001 par value, 2,000,000,000 shares authorized and 186,161,386 and 186,934,031 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively | 2 | 2 |
Accumulated other comprehensive loss | (11,552) | (8,017) |
Additional paid-in capital | 1,448,535 | 1,454,026 |
Accumulated deficit | (636,299) | (619,975) |
Total stockholders’ equity | 800,686 | 826,036 |
Total liabilities and stockholders’ equity | $ 1,482,516 | $ 1,518,064 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance for expected credit losses | $ 5,260 | $ 6,183 |
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) | 186,161,386 | 186,934,031 |
Common stock, shares outstanding (in shares) | 186,161,386 | 186,934,031 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenues: | ||
Total revenues | $ 170,113 | $ 161,136 |
Operating expenses: | ||
Cost of revenues (exclusive of depreciation and amortization presented separately below) | 56,793 | 55,946 |
Sales and marketing | 29,768 | 30,899 |
Product development | 20,200 | 18,703 |
General and administrative | 33,790 | 33,863 |
Depreciation and amortization | 22,951 | 25,950 |
Loss on held for sale and impairments | 11,221 | 1,063 |
Total operating expenses | 174,723 | 166,424 |
Operating loss | (4,610) | (5,288) |
Interest and other expense, net | (5,791) | (15,188) |
Net loss before income tax expense | (10,401) | (20,476) |
Income tax expense | (5,923) | (299) |
Net loss | (16,324) | (20,775) |
Other comprehensive loss: | ||
Foreign currency translation loss, net | (3,535) | (99) |
Comprehensive loss | $ (19,859) | $ (20,874) |
Basic net loss per share attributable to common stockholders (in dollars per share) | $ (0.09) | $ (0.11) |
Diluted net loss per share attributable to common stockholders (in dollars per share) | $ (0.09) | $ (0.11) |
Basic weighted-average shares of common stock outstanding used in computing net loss per share (in shares) | 186,635,095 | 190,042,673 |
Diluted weighted-average shares of common stock outstanding used in computing net loss per share (in shares) | 186,635,095 | 190,042,673 |
Subscription and transaction fees | ||
Revenues: | ||
Total revenues | $ 134,724 | $ 123,820 |
Marketing technology solutions | ||
Revenues: | ||
Total revenues | 30,292 | 31,788 |
Other | ||
Revenues: | ||
Total revenues | $ 5,097 | $ 5,528 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders’ Equity (unaudited) - USD ($) $ 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, 2022 | 191,447,000 | ||||||
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) | 348,000 | ||||||
Stock-based compensation | 7,514 | 7,514 | |||||
Stock option exercises (in shares) | 103,000 | ||||||
Stock option exercises | 609 | 609 | |||||
Repurchase and retirement of common stock (in shares) | (3,124,000) | ||||||
Repurchase and retirement of common stock | (29,643) | (29,643) | |||||
Foreign currency translation loss, net | (99) | (99) | |||||
Net loss | (20,775) | (20,775) | |||||
Ending balance (in shares) at Mar. 31, 2023 | 188,774,000 | ||||||
Ending balance at Mar. 31, 2023 | $ 862,990 | $ 2 | 1,468,415 | (595,130) | (10,297) | ||
Beginning balance (in shares) at Dec. 31, 2023 | 186,934,031 | 186,934,000 | |||||
Beginning balance at Dec. 31, 2023 | $ 826,036 | $ 2 | 1,454,026 | (619,975) | (8,017) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Common stock issued upon vesting of restricted stock units (in shares) | 301,000 | ||||||
Stock-based compensation | $ 5,576 | 5,576 | |||||
Stock option exercises (in shares) | 160,000 | 160,000 | |||||
Stock option exercises | $ 1,072 | 1,072 | |||||
Repurchase and retirement of common stock (in shares) | (1,200,000) | (1,234,000) | |||||
Repurchase and retirement of common stock | $ (12,139) | (12,139) | |||||
Foreign currency translation loss, net | (3,535) | (3,535) | |||||
Net loss | $ (16,324) | (16,324) | |||||
Ending balance (in shares) at Mar. 31, 2024 | 186,161,386 | 186,161,000 | |||||
Ending balance at Mar. 31, 2024 | $ 800,686 | $ 2 | $ 1,448,535 | $ (636,299) | $ (11,552) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows provided by operating activities: | ||
Net loss | $ (16,324) | $ (20,775) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 22,951 | 25,950 |
Stock-based compensation expense | 5,576 | 7,514 |
Deferred taxes | 5,316 | (177) |
Amortization of deferred financing costs and non-cash interest | 410 | 413 |
Loss on held for sale and impairments | 11,231 | 1,063 |
Bad debt expense | 1,010 | 1,314 |
Other non-cash items | (4,608) | 4,641 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (4,485) | (2,634) |
Prepaid expenses and other current assets | (3,087) | (5,350) |
Other non-current assets | 93 | 1,278 |
Accounts payable | (233) | (247) |
Accrued expenses and other | (6,094) | (848) |
Deferred revenue | 2,401 | 1,321 |
Other non-current liabilities | (860) | (763) |
Net cash provided by operating activities | 13,297 | 12,700 |
Cash flows used in investing activities: | ||
Purchases of property and equipment | (402) | (476) |
Capitalization of software costs | (4,432) | (4,381) |
Proceeds from disposition of fitness solutions, net of transaction costs, cash and restricted cash | 1,228 | 0 |
Net cash used in investing activities | (3,606) | (4,857) |
Cash flows used in financing activities: | ||
Payments on long-term debt | (1,375) | (1,375) |
Exercise of stock options | 1,072 | 609 |
Repurchase and retirement of common stock | (12,068) | (29,643) |
Net cash used in financing activities | (12,371) | (30,409) |
Effect of foreign currency exchange rate changes on cash | (593) | 50 |
Net decrease in cash, cash equivalents and restricted cash, including cash and restricted cash classified as held for sale | (3,273) | (22,516) |
Cash, cash equivalents and restricted cash, including cash and restricted cash classified as held for sale: | ||
Beginning of period | 96,179 | 95,824 |
End of period | 92,906 | 73,308 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 11,095 | 10,632 |
Cash paid for income taxes | $ 1,654 | $ 517 |
Nature of the Business
Nature of the Business | 3 Months Ended |
Mar. 31, 2024 | |
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 platforms span across the full lifecycle of interactions between consumers and service professionals with vertical-specific applications. Today, the Company serves more than 708,000 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 provide fully-integrated 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 | 3 Months Ended |
Mar. 31, 2024 | |
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 (“U.S. GAAP”) for interim financial information. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with U.S. 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, 2023 and the related notes (“Annual Report on Form 10-K”). The December 31, 2023 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 three months ended March 31, 2024 from those disclosed in the annual consolidated financial statements for the year ended December 31, 2023 and the related notes. Certain prior year amounts have been reclassified to conform to the current year presentation. On March 13, 2024, the Company entered into definitive sale and purchase agreements to sell our fitness solutions to Jonas Fitness Portfolio Holdco Inc. (“Jonas Software”) (see Note 4. Disposition and Held for Sale). The sale of American Service Finance LLC., ASF Payment Solutions ULC and Technique Fitness Inc. (collectively, “North American Fitness”), closed simultaneous with signing. The sale of EverCommerce UK, including wholly-owned subsidiaries Fitii UK (MyPTHub and MyPTHub LLC) and ClubWise UK and its wholly-owned subsidiary ClubWise Australia (collectively, “UK Fitness”), is subject to customary closing conditions and regulatory approval by the Financial Conduct Authority and is expected to close during the third quarter of 2024. The divestiture did not qualify for reporting as a discontinued operation. As a result, our unaudited condensed consolidated financial statements include the results of North American Fitness for all periods through the date of sale, while UK Fitness is classified as held for sale prospectively from the date of signing. Unless otherwise specified, the amounts and information presented in the notes to the unaudited condensed consolidated financial statements do not include assets and liabilities that have been reclassified as held for sale as of March 31, 2024. The operating results for the three months ended March 31, 2024 are not necessarily indicative of the results expected for the full year ending December 31, 2024. Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with U.S. 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 items subject to such estimates reflected in the unaudited condensed consolidated financial statements include: the estimation of the recoverability of goodwill and other intangible assets; income tax uncertainties, including valuation allowance for deferred tax assets and value of any uncertain tax positions; recognizing bad debt expense from expected credit losses, recognizing stock-based compensation expense and estimating standalone selling price, when applicable, for the allocation of transaction price when multiple performance obligations are included in a contract with a customer. Assets and Liabilities Held for Sale The Company classifies assets and liabilities as held for sale (the “disposal group”) in the period when all the relevant classification criteria have been met. Assets and liabilities held for sale are measured at the lower of carrying value or fair value less costs to sell. Any loss resulting from the measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of the disposal group until the date of sale. The fair value of the disposal group, less any costs to sell, will be reassessed during each subsequent reporting period it remains classified as held for sale, and any subsequent changes will be reported as an adjustment to the carrying value of the disposal group until the disposal group is no longer classified as held for sale. Upon determining that the disposal group meets the criteria to be classified as held for sale, the Company discontinues depreciation and amortization and the related assets and liabilities are reported as held for sale on the unaudited condensed consolidated balance sheets. 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 We evaluate all Accounting Standards Updates (“ASUs) issued by the Financial Accounting Standards Board (the “FASB”) for consideration of their applicability. ASUs not included in the disclosures in this report were assessed and determined to be either not applicable or are not expected to have a material impact on our consolidated financial statements. 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 ended December 31, 2023 and it did not have a material impact on the financial statements. Accounting pronouncements not yet adopted In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting - Improving Reportable Segment Disclosures (Topic 280) . The update is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant expenses. The ASU requires disclosures to include significant segment expenses that are regularly provided to the CODM, an amount and description of the composition of other segment items by reportable segment, and any additional measures of a segment's profit or loss used by the CODM when deciding how to allocate resources. The ASU also requires all annual disclosures currently required by Topic 280 to be included in interim periods. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the impact of adopting the amendments in this update on its consolidated financial statements and disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . This update is intended to improve transparency of income tax disclosure by requiring consistent categories and greater disaggregation within the rate reconciliation and disaggregation of income taxes paid by jurisdiction. The amendments in this update are effective for annual periods beginning after December 15, 2024 with early adoption permitted. The amendments in this update should be applied on a prospective basis with retrospective application permitted. The Company is currently evaluating the impact of adopting this update on its consolidated financial statements and disclosures. |
Kickserv Acquisition
Kickserv Acquisition | 3 Months Ended |
Mar. 31, 2024 | |
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 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. Each acquisition allows for an adjustment to the purchase price to be made subsequent to the transaction closing date based on the actual amount of working capital and cash delivered to the Company. The consideration paid and purchase price allocations disclosed reflect the effects of these adjustments. The financial results of Kickserv since the closing through March 31, 2024, were not material to our condensed 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 $ 14,974 Net assets acquired: Prepaid expenses and other assets $ 51 Intangibles—definite lived 3,155 Goodwill 12,497 Accounts payable, accrued expenses and other (11) Deferred tax liability, net (397) Deferred revenue (274) Other non-current liabilities (47) Total net assets acquired $ 14,974 |
Disposition and Held for Sale
Disposition and Held for Sale | 3 Months Ended |
Mar. 31, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposition and Held for Sale | Note 4. Disposition and Held for Sale On March 13, 2024, we entered into definitive sale and purchase agreements to sell our fitness solutions to Jonas Software. The sale of North American Fitness closed simultaneously with signing. The sale of UK Fitness is subject to customary closing conditions and regulatory approval by the Financial Conduct Authority and is expected to close during the third quarter of 2024. During the three months ended March 31, 2024, we recognized a loss of $4.8 million related to the disposal of North American Fitness, which is included in loss on held for sale and impairments on our unaudited condensed consolidated statements of operations and comprehensive loss. During the three months ended March 31, 2024, we recognized a $3.4 million goodwill impairment charge representing the allocated goodwill to North American Fitness, which is included in loss on held for sale and impairments on the unaudited condensed consolidated statements of operations and comprehensive loss. The UK Fitness disposal group met the held for sale criteria in the first quarter of 2024. As such, the assets and liabilities of the disposal group are classified as held for sale on our unaudited condensed consolidated balance sheets as of March 31, 2024 but did not qualify as discontinued operations as it did not represent a strategic shift that will have a material effect on the Company’s operations and financial results. During the three months ended March 31, 2024, we measured the assets and liabilities held for sale at fair value less costs to sell and recognized a loss of $2.6 million, which is included in loss on held for sale and impairments on our unaudited condensed consolidated statements of operations and comprehensive loss. The components of assets and liabilities classified as held for sale on our condensed consolidated balance sheets as of March 31, 2024 were as follows: March 31, 2024 (in thousands) Assets: Cash and cash equivalents $ 1,000 Restricted cash 1,930 Accounts receivable, net 166 Prepaid expenses and other current assets 147 Property and equipment, net 57 Capitalized software, net 2,022 Other non-current assets 910 Intangible assets, net 6,012 Goodwill 2,971 Total assets 15,215 Valuation allowance (2,619) Assets held for sale $ 12,596 Liabilities: Accounts payable $ 292 Accrued expenses and other 2,753 Deferred revenue 269 Other long-term liabilities 2,460 Liabilities held for sale 5,774 Currency translation adjustment 1,078 Assets held for sale, net $ 7,900 |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 5. 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 2024 2023 (in thousands) By pattern of recognition (timing of transfer of services): Point in time $ 14,657 $ 14,738 Over time 155,456 146,398 Total $ 170,113 $ 161,136 By geographical market: United States $ 151,021 $ 148,965 International 19,092 12,171 Total $ 170,113 $ 161,136 Contract Balances Supplemental balance sheet information related to contracts from customers as of: March 31, December 31, 2024 2023 (in thousands) Accounts receivable, net $ 48,405 $ 45,417 Contract assets $ 15,954 $ 16,117 Deferred revenue $ 25,894 $ 24,082 Customer deposits $ 10,822 $ 12,891 Long-term deferred revenue $ 1,030 $ 2,168 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, or deferred revenue, 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. Long-term deferred revenue is included within other non-current liabilities on the unaudited condensed consolidated balance sheets. Revenue recognized from the contract liability balance at December 31, 2023 was $17.2 million for the three months ended March 31, 2024. 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. Accounts Receivable Activity in our allowance for expected credit losses is as follows as of: March 31, 2024 2023 (in thousands) Allowance for expected credit losses, beginning of period $ 6,183 $ 4,670 Beginning balance adjustment due to implementation of the new credit loss standard — 1,309 Bad debt expense 1,010 1,314 Write-offs, net of recoveries (1,784) (1,610) Disposition of North American Fitness (96) — Transfer of UK Fitness to held for sale (53) — Allowance for expected credit losses, end of period $ 5,260 $ 5,683 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. 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 March 31, 2024 was $19.5 million. The Company expects to recognize approximately 63% of its remaining performance obligations as revenue within the next year, 28% of its remaining performance obligations as revenue the subsequent year, 7% 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 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 unaudited condensed consolidated balance sheets. The costs to obtain contracts are amortized over five years, which corresponds with the useful life of the related technology. Short-term assets were $9.0 million and $8.6 million at March 31, 2024 and December 31, 2023, respectively, and long-term assets were $17.7 million and $17.9 million at March 31, 2024 and December 31, 2023, respectively. The Company recorded $1.6 million and $1.3 million of amortization expense related to assets for the three months ended March 31, 2024 and 2023, respectively, which is included in sales and marketing expense on the unaudited condensed consolidated statements of operations and comprehensive loss, as well as $0.7 million and $0.5 million for the three months ended March 31, 2024 and 2023, respectively, which is included in cost of revenues on the unaudited condensed consolidated statements of operations and comprehensive loss. |
Goodwill
Goodwill | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Note 6. Goodwill Goodwill activity consisted of the following for the three months ended March 31, 2024 (in thousands): Balance at December 31, 2023 $ 927,431 Impairment (3,447) Transfer to held for sale (2,971) Effect of foreign currency exchange rate changes (3,304) Balance at March 31, 2024 $ 917,709 In connection with the definitive sale and purchase agreements to sell our fitness solutions, we tested the goodwill balance for impairment as of March 31, 2024 (see Note 4. Disposition and Held for Sale). During the three months ended March 31, 2024, we recognized a $3.4 million goodwill impairment charge representing the allocated goodwill to North American Fitness, which is included in loss on held for sale and impairments on the unaudited condensed consolidated statements of operations and comprehensive loss. There has been no other impairment of goodwill. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Note 7. Intangible Assets Intangible assets consisted of the following as of: March 31, 2024 Useful Gross Carrying Accumulated Net Book (in thousands) Customer relationships 3-20 years $ 574,616 $ 332,191 $ 242,425 Developed technology 2-12 years 102,448 75,366 27,082 Trade name 3-10 years 37,303 24,274 13,029 Non-compete agreements 2-5 years 2,379 2,336 43 Total $ 716,746 $ 434,167 $ 282,579 December 31, 2023 Useful Gross Carrying Accumulated Net Book (in thousands) Customer relationships 3-20 years $ 605,908 $ 336,558 $ 269,350 Developed technology 2-12 years 106,482 74,717 31,765 Trade name 3-10 years 38,627 24,293 14,334 Non-compete agreements 2-5 years 2,408 2,338 70 Total $ 753,425 $ 437,906 $ 315,519 Amortization expense was $19.3 million and $23.2 million for the three months ended March 31, 2024 and 2023, respectively. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 8. Property and Equipment Property and equipment consisted of the following as of: March 31, December 31, 2024 2023 (in thousands) Computer equipment and software $ 11,109 $ 11,628 Furniture and fixtures 3,320 3,794 Leasehold improvements 10,520 11,756 Total property and equipment 24,949 27,178 Less accumulated depreciation (16,699) (17,444) Property and equipment, net $ 8,250 $ 9,734 Depreciation expense was $1.1 million and $1.0 million for the three months ended March 31, 2024 and 2023, respectively. |
Capitalized Software
Capitalized Software | 3 Months Ended |
Mar. 31, 2024 | |
Research and Development [Abstract] | |
Capitalized Software | Note 9. Capitalized Software Capitalized software consisted of the following as of: March 31, December 31, 2024 2023 (in thousands) Capitalized software $ 61,428 $ 64,137 Less: accumulated amortization (21,806) (21,626) Capitalized software, net $ 39,622 $ 42,511 Amortization expense was $2.5 million and $1.8 million for the three months ended March 31, 2024 and 2023, 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. During the three months ended March 31, 2023 the Company recorded a $0.3 million charge related to capitalized costs associated with abandoned projects, which was included in general and administrative expense on the unaudited condensed consolidated statements of operations and comprehensive loss. The Company did not have similar charges for the three months ended March 31, 2024. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | Note 10. 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 2024 2023 (in thousands) Operating lease cost $ 1,279 $ 1,624 Variable lease cost 467 495 Short-term lease cost 116 55 Total lease cost $ 1,862 $ 2,174 The Company ceased use of certain leased premises and subleased certain facilities resulting in impairment charges of $0.4 million and $1.1 million to impair the right-of-use lease assets to their fair value during the three months ended March 31, 2024 and 2023, respectively, which are included in loss on held for sale and impairments on our unaudited condensed consolidated statement of operations and comprehensive loss. Supplemental cash flow information related to leases is as follows: Three months ended 2024 2023 (in thousands) Cash paid for operating lease liabilities $ 1,208 $ 1,842 Operating lease assets obtained in exchange for operating lease liabilities $ 177 $ — Supplemental balance sheet information, included in other non-current assets accrued expenses and other other non-current liabilities March 31, December 31, 2024 2023 (in thousands) Operating lease right-of-use assets $ 12,488 $ 15,861 Current operating lease liabilities 3,357 3,789 Long-term operating lease liabilities 15,697 19,400 Total operating lease liabilities $ 19,054 $ 23,189 At March 31, 2024 and December 31, 2023, the weighted average remaining lease term for operating leases was 5.49 years and 5.75 years, respectively, and the weighted average discount rate w as 5.1% and 5.1%, respectively . 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 March 31, 2024 is as follows (in thousands): Year ended December 31, 2024 (remainder of year) $ 3,406 2025 4,320 2026 4,114 2027 3,322 2028 2,567 Thereafter 4,563 Total lease payments 22,292 Less: imputed interest 3,238 Total present value of lease liabilities $ 19,054 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Note 11. Long-Term Debt Long-term debt consisted of the following as of: March 31, December 31, 2024 2023 (in thousands) Term notes with interest payable monthly, interest rate at Adjusted SOFR, plus an applicable margin of 3.25% (8.44074% at March 31, 2024) quarterly principal payments of 0.25% of original principal balance with balloon payment due July 2028 $ 536,250 $ 537,625 Revolver with interest payable monthly, interest rate at Adjusted SOFR, plus an applicable margin of 3.25% (8.44464% at March 31, 2024), and outstanding balance due July 2026 — — Principal debt 536,250 537,625 Deferred financing costs on long-term debt (3,758) (3,983) Discount on long-term debt (1,364) (1,446) Total debt 531,128 532,196 Less current maturities 5,500 5,500 Long-term portion $ 525,628 $ 526,696 The Company is party to a credit agreement, as amended, that provides for 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”). Effective as of July 1, 2023, borrowings under the Credit Facilities bear interest at the Company’s option at Alternative Base Rate (“ABR”) plus an applicable rate, or at a forward-looking term rate based upon the secured overnight financing rate (“SOFR”), 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 1.0%. 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 March 31, 2024, 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. The fair value amounts were approximately $538.9 million and $540.3 million as of March 31, 2024 and December 31, 2023, 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 unaudited condensed consolidated balance sheets, and related gains or losses resulting from changes in the fair value are reported in interest and other expense, net, in the unaudited condensed consolidated statements of operations and comprehensive loss. As of March 31, 2024 the fair value of the Initial Swap was a liability of $0.6 million while the fair value of the Second Swap was an asset of $0.6 million and are reported in other non-current liabilities and other non-current assets, respectively, on the unaudited condensed consolidated balance sheet. During the three months ended March 31, 2024 and 2023, the related gains and losses resulting from changes in fair value was a gain of $4.8 million and a loss of $4.2 million, respectively. 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 March 31, 2024, 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 March 31, 2024 (in thousands): Year ending December 31: 2024 (remainder of year) $ 4,125 2025 5,500 2026 5,500 2027 5,500 2028 515,625 Thereafter — Total aggregate maturities of the Company’s debt $ 536,250 |
Equity
Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Equity | Note 12. 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 (our “Board”) approved a stock repurchase program (as subsequently amended, 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. On November 7, 2022, our Board 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. On November 5, 2023, our Board of Directors approved an additional 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 extended the expiration of the Repurchase Program through December 31, 2024. On December 14, 2023, our Board approved a stock purchase agreement entered into between the Company and Eric Remer, Matt Feierstein, Marc Thompson, Sarah Jordan, Shane Driggers and Evan Berlin, who served as officers of the Company (collectively, the “Selling Stockholders”). On December 19, 2023, as part of our Repurchase Program, the Company repurchased an aggregate of 1,401,472 shares of common stock from the Selling Stockholders at a price of $9.82 per share, for an aggregate price of $13.8 million. 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. The Repurchase 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. The Company expects to fund repurchases with existing cash on hand. The Company repurchased and retired 1.2 million shares of common stock pursuant to the Repurchase Program for $12.1 million including transaction fees and taxes, during the three months ended March 31, 2024. As of March 31, 2024, $27.9 million remained available under the Repurchase Program. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Note 13. 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 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, 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, 2023, as of January 1, 2024 the number of shares reserved for issuance under the 2021 Plan increased by 5.6 million. In connection with the IPO, the Company’s Board 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 three months ended March 31, 2024: RSUs Stock Options (in thousands) Outstanding as of January 1, 2024 3,337 13,337 Granted 2,615 — Vested or exercised (301) (160) Cancelled or forfeited (303) (195) Outstanding as of March 31, 2024 5,348 12,982 As of March 31, 2024, total unrecognized compensation expense was $47.6 million and $7.8 million related to outstanding restricted stock units and 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 2024 2023 (in thousands) Cost of revenues $ 116 $ 108 Sales and marketing 341 402 Product development 527 562 General and administrative 4,592 6,442 Total stock-based compensation expense $ 5,576 $ 7,514 |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | Note 14. 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 2024 2023 (in thousands except per share amounts) Numerator for basic and diluted EPS – net loss attributable to common stockholders $ (16,324) $ (20,775) Denominator: Denominator for basic and diluted EPS – weighted-average shares of common stock outstanding used in computing net loss per share 186,635 190,043 Basic and diluted net loss per share attributable to common stockholders $ (0.09) $ (0.11) 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: March 31, 2024 2023 (in thousands) Outstanding stock options and unvested RSUs 18,330 21,246 Shares of common stock pursuant to ESPP 227 340 Total anti-dilutive outstanding potential common stock 18,557 21,586 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 15. 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 months ended March 31, 2024 and 2023. The following table presents information about the Company's financial assets and liabilities measured at fair value on a recurring basis as of: March 31, 2024 Balance Sheet Classification Level 1 Level 2 Level 3 Total (in thousands) Assets: Money market $ 4,127 $ — $ — $ 4,127 Cash equivalents Interest rate swaps $ — $ 563 $ — $ 563 Other non-current assets Liability: Interest rate swaps $ — $ 627 $ — $ 627 Other non-current liabilities December 31, 2023 Balance Sheet Classification Level 1 Level 2 Level 3 Total (in thousands) Asset: Money market $ 764 $ — $ — $ 764 Cash equivalents Liability: Interest rate swap $ — $ 4,889 $ — $ 4,889 Other non-current liabilities |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 16. 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 first quarter of 2024, 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 was $5.9 million and $0.3 million for the three months ended March 31, 2024 and 2023, respectively. Our effective income tax rate was 56.9% and 1.5% for the three months ended March 31, 2024 and 2023, respectively. The difference in income tax rate for the three months ended March 31, 2024 as compared to the corresponding period in 2023 was driven primarily by an increase in U.S. federal and state income taxes and discrete items, including the sale of North American Fitness during the three months ended March 31, 2024. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 17. 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, 2024 (remainder of year) $ 11,851 2025 12,544 2026 3,745 2027 2,625 2028 687 Thereafter — Total future minimum payments due $ 31,452 From time to time, the Company is involved in various lawsuits and legal proceedings which arise in or outside the ordinary course of business. 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. Accruals for loss contingencies are recorded when a loss is probable, and the amount of such loss can be reasonably estimated. An adverse determination in one or more of these pending matters could have an adverse effect on the Company’s consolidated financial position, results of operations or cash flows. On January 31, 2024, plaintiff Vladimir Gusinsky Revocable Trust filed a putative class action lawsuit in the Court of Chancery of the State of Delaware against the Company, members of its Board and the other parties to its sponsor stockholders agreement, dated June 30, 2021, Providence Strategic Growth II L.P., Providence Strategic Growth II-A L.P., SLA Eclipse Co-Invest, L.P., and SLA CM Eclipse Holdings, L.P. (collectively, the “Sponsor Stockholders”), captioned Vladimir Gusinsky Revocable Trust v. Eric Remer, Penny Baldwin, et. al., Case No. 2024-0077 (Del Ch.). The complaint generally alleges violations of Section 141(a) of the Delaware General Corporation Law (“DGCL”) by providing the Sponsor Stockholders with a veto right over the Board’s ability to hire or fire the Company’s Chief Executive Officer (the “CEO Approval Right”) on the basis that it unlawfully limits the Board’s authority to manage the business and affairs of the Company. The plaintiff seeks declaratory judgment that the CEO Approval Right is invalid and void, other declaratory and equitable relief for the class and/or the Company, attorneys’ and experts’ witness fees and other costs and expenses, and other equitable relief. The Company believes it has meritorious defenses to the claims of the plaintiff and members of the class and any liability for the alleged claims is not currently probable and the potential loss or range of loss is not reasonably estimable. The Company is party to additional legal proceedings incidental to its business. While the outcome of these additional matters could differ from management’s expectations, the Company does not believe that the resolution of such matters is reasonably likely to have a material effect on its results of operations or financial condition. The Company assesses the applicability of nexus in jurisdictions in which the Company sells products and services. As of March 31, 2024 and December 31, 2023, the Company recorded a liability in the amount of $10.9 million in both periods 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 | 3 Months Ended |
Mar. 31, 2024 | |
Geographic Areas, Long-Lived Assets [Abstract] | |
Geographic Areas | Note 18. Geographic Areas The following table sets forth long-lived assets by geographic area as of: March 31, December 31, 2024 2023 (in thousands) United States $ 38,375 $ 41,134 International $ 9,497 $ 11,111 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net loss | $ (16,324) | $ (20,775) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
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 (“U.S. GAAP”) for interim financial information. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with U.S. 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, 2023 and the related notes (“Annual Report on Form 10-K”). The December 31, 2023 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 three months ended March 31, 2024 from those disclosed in the annual consolidated financial statements for the year ended December 31, 2023 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 U.S. 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 items subject to such estimates reflected in the unaudited condensed consolidated financial statements include: the estimation of the recoverability of goodwill and other intangible assets; income tax uncertainties, including valuation allowance for deferred tax assets and value of any uncertain tax positions; recognizing bad debt expense from expected credit losses, recognizing stock-based compensation expense and estimating standalone selling price, when applicable, for the allocation of transaction price when multiple performance obligations are included in a contract with a customer. |
Assets and Liabilities Held for Sale | Assets and Liabilities Held for Sale The Company classifies assets and liabilities as held for sale (the “disposal group”) in the period when all the relevant classification criteria have been met. Assets and liabilities held for sale are measured at the lower of carrying value or fair value less costs to sell. Any loss resulting from the measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of the disposal group until the date of sale. The fair value of the disposal group, less any costs to sell, will be reassessed during each subsequent reporting period it remains classified as held for sale, and any subsequent changes will be reported as an adjustment to the carrying value of the disposal group until the disposal group is no longer classified as held for sale. Upon determining that the disposal group meets the criteria to be classified as held for sale, the Company discontinues depreciation and amortization and the related assets and liabilities are reported as held for sale on the unaudited condensed consolidated balance sheets. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements We evaluate all Accounting Standards Updates (“ASUs) issued by the Financial Accounting Standards Board (the “FASB”) for consideration of their applicability. ASUs not included in the disclosures in this report were assessed and determined to be either not applicable or are not expected to have a material impact on our consolidated financial statements. 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 ended December 31, 2023 and it did not have a material impact on the financial statements. Accounting pronouncements not yet adopted In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting - Improving Reportable Segment Disclosures (Topic 280) . The update is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant expenses. The ASU requires disclosures to include significant segment expenses that are regularly provided to the CODM, an amount and description of the composition of other segment items by reportable segment, and any additional measures of a segment's profit or loss used by the CODM when deciding how to allocate resources. The ASU also requires all annual disclosures currently required by Topic 280 to be included in interim periods. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the impact of adopting the amendments in this update on its consolidated financial statements and disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . This update is intended to improve transparency of income tax disclosure by requiring consistent categories and greater disaggregation within the rate reconciliation and disaggregation of income taxes paid by jurisdiction. The amendments in this update are effective for annual periods beginning after December 15, 2024 with early adoption permitted. The amendments in this update should be applied on a prospective basis with retrospective application permitted. The Company is currently evaluating the impact of adopting this update on its consolidated financial statements and disclosures. |
Kickserv Acquisition (Tables)
Kickserv Acquisition (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Consideration Transferred and Net Assets Acquired | 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 $ 14,974 Net assets acquired: Prepaid expenses and other assets $ 51 Intangibles—definite lived 3,155 Goodwill 12,497 Accounts payable, accrued expenses and other (11) Deferred tax liability, net (397) Deferred revenue (274) Other non-current liabilities (47) Total net assets acquired $ 14,974 |
Disposition and Held for Sale (
Disposition and Held for Sale (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Components of Assets And Liabilities Classified As Held for Sale | The components of assets and liabilities classified as held for sale on our condensed consolidated balance sheets as of March 31, 2024 were as follows: March 31, 2024 (in thousands) Assets: Cash and cash equivalents $ 1,000 Restricted cash 1,930 Accounts receivable, net 166 Prepaid expenses and other current assets 147 Property and equipment, net 57 Capitalized software, net 2,022 Other non-current assets 910 Intangible assets, net 6,012 Goodwill 2,971 Total assets 15,215 Valuation allowance (2,619) Assets held for sale $ 12,596 Liabilities: Accounts payable $ 292 Accrued expenses and other 2,753 Deferred revenue 269 Other long-term liabilities 2,460 Liabilities held for sale 5,774 Currency translation adjustment 1,078 Assets held for sale, net $ 7,900 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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 2024 2023 (in thousands) By pattern of recognition (timing of transfer of services): Point in time $ 14,657 $ 14,738 Over time 155,456 146,398 Total $ 170,113 $ 161,136 By geographical market: United States $ 151,021 $ 148,965 International 19,092 12,171 Total $ 170,113 $ 161,136 |
Schedule of Supplemental Balance Sheet Information | Supplemental balance sheet information related to contracts from customers as of: March 31, December 31, 2024 2023 (in thousands) Accounts receivable, net $ 48,405 $ 45,417 Contract assets $ 15,954 $ 16,117 Deferred revenue $ 25,894 $ 24,082 Customer deposits $ 10,822 $ 12,891 Long-term deferred revenue $ 1,030 $ 2,168 |
Schedule of Accounts Receivable, Allowance for Credit Loss | Activity in our allowance for expected credit losses is as follows as of: March 31, 2024 2023 (in thousands) Allowance for expected credit losses, beginning of period $ 6,183 $ 4,670 Beginning balance adjustment due to implementation of the new credit loss standard — 1,309 Bad debt expense 1,010 1,314 Write-offs, net of recoveries (1,784) (1,610) Disposition of North American Fitness (96) — Transfer of UK Fitness to held for sale (53) — Allowance for expected credit losses, end of period $ 5,260 $ 5,683 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill activity consisted of the following for the three months ended March 31, 2024 (in thousands): Balance at December 31, 2023 $ 927,431 Impairment (3,447) Transfer to held for sale (2,971) Effect of foreign currency exchange rate changes (3,304) Balance at March 31, 2024 $ 917,709 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following as of: March 31, 2024 Useful Gross Carrying Accumulated Net Book (in thousands) Customer relationships 3-20 years $ 574,616 $ 332,191 $ 242,425 Developed technology 2-12 years 102,448 75,366 27,082 Trade name 3-10 years 37,303 24,274 13,029 Non-compete agreements 2-5 years 2,379 2,336 43 Total $ 716,746 $ 434,167 $ 282,579 December 31, 2023 Useful Gross Carrying Accumulated Net Book (in thousands) Customer relationships 3-20 years $ 605,908 $ 336,558 $ 269,350 Developed technology 2-12 years 106,482 74,717 31,765 Trade name 3-10 years 38,627 24,293 14,334 Non-compete agreements 2-5 years 2,408 2,338 70 Total $ 753,425 $ 437,906 $ 315,519 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following as of: March 31, December 31, 2024 2023 (in thousands) Computer equipment and software $ 11,109 $ 11,628 Furniture and fixtures 3,320 3,794 Leasehold improvements 10,520 11,756 Total property and equipment 24,949 27,178 Less accumulated depreciation (16,699) (17,444) Property and equipment, net $ 8,250 $ 9,734 |
Capitalized Software (Tables)
Capitalized Software (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Research and Development [Abstract] | |
Schedule of Capitalized Software | Capitalized software consisted of the following as of: March 31, December 31, 2024 2023 (in thousands) Capitalized software $ 61,428 $ 64,137 Less: accumulated amortization (21,806) (21,626) Capitalized software, net $ 39,622 $ 42,511 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Schedule of Lease Expense and Supplemental Cash Flow, Balance Sheet Information | The components of lease expense are as follows: Three months ended 2024 2023 (in thousands) Operating lease cost $ 1,279 $ 1,624 Variable lease cost 467 495 Short-term lease cost 116 55 Total lease cost $ 1,862 $ 2,174 Supplemental cash flow information related to leases is as follows: Three months ended 2024 2023 (in thousands) Cash paid for operating lease liabilities $ 1,208 $ 1,842 Operating lease assets obtained in exchange for operating lease liabilities $ 177 $ — Supplemental balance sheet information, included in other non-current assets accrued expenses and other other non-current liabilities March 31, December 31, 2024 2023 (in thousands) Operating lease right-of-use assets $ 12,488 $ 15,861 Current operating lease liabilities 3,357 3,789 Long-term operating lease liabilities 15,697 19,400 Total operating lease liabilities $ 19,054 $ 23,189 |
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 March 31, 2024 is as follows (in thousands): Year ended December 31, 2024 (remainder of year) $ 3,406 2025 4,320 2026 4,114 2027 3,322 2028 2,567 Thereafter 4,563 Total lease payments 22,292 Less: imputed interest 3,238 Total present value of lease liabilities $ 19,054 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt consisted of the following as of: March 31, December 31, 2024 2023 (in thousands) Term notes with interest payable monthly, interest rate at Adjusted SOFR, plus an applicable margin of 3.25% (8.44074% at March 31, 2024) quarterly principal payments of 0.25% of original principal balance with balloon payment due July 2028 $ 536,250 $ 537,625 Revolver with interest payable monthly, interest rate at Adjusted SOFR, plus an applicable margin of 3.25% (8.44464% at March 31, 2024), and outstanding balance due July 2026 — — Principal debt 536,250 537,625 Deferred financing costs on long-term debt (3,758) (3,983) Discount on long-term debt (1,364) (1,446) Total debt 531,128 532,196 Less current maturities 5,500 5,500 Long-term portion $ 525,628 $ 526,696 |
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 March 31, 2024 (in thousands): Year ending December 31: 2024 (remainder of year) $ 4,125 2025 5,500 2026 5,500 2027 5,500 2028 515,625 Thereafter — Total aggregate maturities of the Company’s debt $ 536,250 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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 three months ended March 31, 2024: RSUs Stock Options (in thousands) Outstanding as of January 1, 2024 3,337 13,337 Granted 2,615 — Vested or exercised (301) (160) Cancelled or forfeited (303) (195) Outstanding as of March 31, 2024 5,348 12,982 |
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 2024 2023 (in thousands) Cost of revenues $ 116 $ 108 Sales and marketing 341 402 Product development 527 562 General and administrative 4,592 6,442 Total stock-based compensation expense $ 5,576 $ 7,514 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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 2024 2023 (in thousands except per share amounts) Numerator for basic and diluted EPS – net loss attributable to common stockholders $ (16,324) $ (20,775) Denominator: Denominator for basic and diluted EPS – weighted-average shares of common stock outstanding used in computing net loss per share 186,635 190,043 Basic and diluted net loss per share attributable to common stockholders $ (0.09) $ (0.11) |
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: March 31, 2024 2023 (in thousands) Outstanding stock options and unvested RSUs 18,330 21,246 Shares of common stock pursuant to ESPP 227 340 Total anti-dilutive outstanding potential common stock 18,557 21,586 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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: March 31, 2024 Balance Sheet Classification Level 1 Level 2 Level 3 Total (in thousands) Assets: Money market $ 4,127 $ — $ — $ 4,127 Cash equivalents Interest rate swaps $ — $ 563 $ — $ 563 Other non-current assets Liability: Interest rate swaps $ — $ 627 $ — $ 627 Other non-current liabilities December 31, 2023 Balance Sheet Classification Level 1 Level 2 Level 3 Total (in thousands) Asset: Money market $ 764 $ — $ — $ 764 Cash equivalents Liability: Interest rate swap $ — $ 4,889 $ — $ 4,889 Other non-current liabilities |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Payments | Unrecognized future minimum payments due under these agreements are as follows (in thousands): Year ended December 31, 2024 (remainder of year) $ 11,851 2025 12,544 2026 3,745 2027 2,625 2028 687 Thereafter — Total future minimum payments due $ 31,452 |
Geographic Areas (Tables)
Geographic Areas (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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: March 31, December 31, 2024 2023 (in thousands) United States $ 38,375 $ 41,134 International $ 9,497 $ 11,111 |
Nature of the Business (Details
Nature of the Business (Details) customer in Thousands | Mar. 31, 2024 core_vertical customer |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of customers | customer | 708 |
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 | $ 14,974 |
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 | Mar. 31, 2024 | Dec. 31, 2023 |
Net assets acquired: | |||
Goodwill | $ 917,709 | $ 927,431 | |
KickServ, LLC | |||
Business Acquisition [Line Items] | |||
Cash | $ 14,974 | ||
Net assets acquired: | |||
Prepaid expenses and other assets | 51 | ||
Intangibles—definite lived | 3,155 | ||
Goodwill | 12,497 | ||
Accounts payable, accrued expenses and other | (11) | ||
Deferred tax liability, net | (397) | ||
Deferred revenue | (274) | ||
Other non-current liabilities | (47) | ||
Total net assets acquired | $ 14,974 |
Disposition and Held for Sale -
Disposition and Held for Sale - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Goodwill impairment charge | $ 3,447 | |
Loss on held for sale and impairments | 11,221 | $ 1,063 |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Loss on held for sale and impairments | 2,600 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | North American Fitness Solutions | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Loss on disposal | 4,800 | |
Goodwill impairment charge | $ 3,400 |
Disposition and Held for Sale_2
Disposition and Held for Sale - Schedule of Components of Assets And Liabilities Classified As Held for Sale (Details) - Discontinued Operations, Held-for-Sale - UK Fitness $ in Thousands | Mar. 31, 2024 USD ($) |
Assets: | |
Cash and cash equivalents | $ 1,000 |
Restricted cash | 1,930 |
Accounts receivable, net | 166 |
Prepaid expenses and other current assets | 147 |
Property and equipment, net | 57 |
Capitalized software, net | 2,022 |
Other non-current assets | 910 |
Intangible assets, net | 6,012 |
Goodwill | 2,971 |
Total assets | 15,215 |
Valuation allowance | (2,619) |
Assets held for sale | 12,596 |
Liabilities: | |
Accounts payable | 292 |
Accrued expenses and other | 2,753 |
Deferred revenue | 269 |
Other long-term liabilities | 2,460 |
Liabilities held for sale | 5,774 |
Currency translation adjustment | 1,078 |
Assets held for sale, net | $ 7,900 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Total | $ 170,113 | $ 161,136 |
United States | ||
Disaggregation of Revenue [Line Items] | ||
Total | 151,021 | 148,965 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Total | 19,092 | 12,171 |
Point in time | ||
Disaggregation of Revenue [Line Items] | ||
Total | 14,657 | 14,738 |
Over time | ||
Disaggregation of Revenue [Line Items] | ||
Total | $ 155,456 | $ 146,398 |
Revenue - Schedule of Supplemen
Revenue - Schedule of Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Accounts receivable, net | $ 48,405 | $ 45,417 |
Contract assets | 15,954 | 16,117 |
Deferred revenue | 25,894 | 24,082 |
Customer deposits | 10,822 | 12,891 |
Long-term deferred revenue | $ 1,030 | $ 2,168 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Capitalized Contract Cost [Line Items] | |||
Revenue recognized | $ 17.2 | ||
Cost to obtain contracts amortization period | 5 years | ||
Short-term assets | $ 9 | $ 8.6 | |
Long-term assets | 17.7 | $ 17.9 | |
Sales and Marketing Expense | |||
Capitalized Contract Cost [Line Items] | |||
Amortization expense | 1.6 | $ 1.3 | |
Cost of revenues | |||
Capitalized Contract Cost [Line Items] | |||
Amortization expense | $ 0.7 | $ 0.5 |
Revenue - Accounts Receivable,
Revenue - Accounts Receivable, Allowance for Credit Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | $ 6,183 | $ 4,670 |
Bad debt expense | 1,010 | 1,314 |
Write-offs, net of recoveries | (1,784) | (1,610) |
Disposition of North American Fitness | (96) | 0 |
Transfer of UK Fitness to held for sale | (53) | 0 |
Ending balance | 5,260 | 5,683 |
Cumulative Effect, Period of Adoption, Adjustment | ||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | $ 0 | $ 1,309 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Narrative) (Details) $ in Millions | Mar. 31, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, amount | $ 19.5 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percentage | 63% |
Remaining performance obligation, expected timing of satisfaction | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
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]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percentage | 7% |
Remaining performance obligation, expected timing of satisfaction | 2 years |
Goodwill (Details)
Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 927,431 |
Impairment | (3,447) |
Transfer to held for sale | (2,971) |
Effect of foreign currency exchange rate changes | (3,304) |
Ending balance | $ 917,709 |
Goodwill - Narrative (Details)
Goodwill - Narrative (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Goodwill [Line Items] | |
Goodwill impairment charge | $ 3,447 |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | North American Fitness Solutions | |
Goodwill [Line Items] | |
Goodwill impairment charge | $ 3,400 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 716,746 | $ 753,425 |
Accumulated Amortization | 434,167 | 437,906 |
Net Book Value | 282,579 | 315,519 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 574,616 | 605,908 |
Accumulated Amortization | 332,191 | 336,558 |
Net Book Value | $ 242,425 | $ 269,350 |
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 | $ 102,448 | $ 106,482 |
Accumulated Amortization | 75,366 | 74,717 |
Net Book Value | $ 27,082 | $ 31,765 |
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 | $ 37,303 | $ 38,627 |
Accumulated Amortization | 24,274 | 24,293 |
Net Book Value | $ 13,029 | $ 14,334 |
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 | $ 2,379 | $ 2,408 |
Accumulated Amortization | 2,336 | 2,338 |
Net Book Value | $ 43 | $ 70 |
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 | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 19.3 | $ 23.2 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 24,949 | $ 27,178 |
Less accumulated depreciation | (16,699) | (17,444) |
Property and equipment, net | 8,250 | 9,734 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 11,109 | 11,628 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 3,320 | 3,794 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 10,520 | $ 11,756 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 1.1 | $ 1 |
Capitalized Software - Schedule
Capitalized Software - Schedule of Capitalized Software (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Research and Development [Abstract] | ||
Capitalized software | $ 61,428 | $ 64,137 |
Less: accumulated amortization | (21,806) | (21,626) |
Capitalized software, net | $ 39,622 | $ 42,511 |
Capitalized Software - Narrativ
Capitalized Software - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Research and Development [Abstract] | ||
Amortization | $ 2.5 | $ 1.8 |
Capitalized software abandonment | $ 0.3 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Lessee, Lease, Description [Line Items] | |||
Extended lease term (in years) | 5 years | ||
Impairment on right-of-use assets | $ 0.4 | $ 1.1 | |
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) | 5 years 5 months 26 days | 5 years 9 months | |
Operating lease, weighted average discount rate | 5.10% | 5.10% | |
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 | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Leases [Abstract] | |||
Operating lease cost | $ 1,279 | $ 1,624 | |
Variable lease cost | 467 | 495 | |
Short-term lease cost | 116 | 55 | |
Total lease cost | 1,862 | 2,174 | |
Cash Paid For Amounts Included In The Measurement Of Lease Liabilities [Abstract] | |||
Cash paid for operating lease liabilities | 1,208 | 1,842 | |
Right-Of-Use Assets Obtained In Exchange For New Lease Obligations [Abstract] | |||
Operating lease assets obtained in exchange for operating lease liabilities | 177 | $ 0 | |
Operating lease right-of-use assets | 12,488 | $ 15,861 | |
Current operating lease liabilities | 3,357 | 3,789 | |
Long-term operating lease liabilities | 15,697 | 19,400 | |
Total operating lease liabilities | $ 19,054 | $ 23,189 |
Leases - Schedule of Future Und
Leases - Schedule of Future Undiscounted Cash Flows (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Lessee, Operating Lease, Liability, to be Paid [Abstract] | ||
2024 (remainder of year) | $ 3,406 | |
2025 | 4,320 | |
2026 | 4,114 | |
2027 | 3,322 | |
2028 | 2,567 | |
Thereafter | 4,563 | |
Total lease payments | 22,292 | |
Less: imputed interest | 3,238 | |
Total present value of lease liabilities | $ 19,054 | $ 23,189 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | ||
Principal debt | $ 536,250 | $ 537,625 |
Deferred financing costs on long-term debt | (3,758) | (3,983) |
Discount on long-term debt | (1,364) | (1,446) |
Total debt | 531,128 | 532,196 |
Less current maturities | 5,500 | 5,500 |
Long-term portion | $ 525,628 | 526,696 |
New Term Loan | Term Loan | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 8.44074% | |
Principal payment as a percentage of original principal balance | 0.25% | |
Principal debt | $ 536,250 | 537,625 |
New Term Loan | Term Loan | SOFR or ABR | ||
Debt Instrument [Line Items] | ||
Basis spread | 3.25% | |
New Revolver | Revolving Loans | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 8.44464% | |
Principal debt | $ 0 | $ 0 |
New Revolver | Revolving Loans | SOFR or ABR | ||
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 | Mar. 31, 2023 USD ($) | Oct. 31, 2022 USD ($) | Mar. 31, 2024 USD ($) | Mar. 31, 2023 USD ($) | Dec. 31, 2021 USD ($) loan | Dec. 31, 2023 USD ($) | Jun. 30, 2023 | |
Debt Instrument [Line Items] | ||||||||
Debt repaid | $ 1,375,000 | $ 1,375,000 | ||||||
Net gain (loss) | (16,324,000) | (20,775,000) | ||||||
Interest rate swaps | ||||||||
Debt Instrument [Line Items] | ||||||||
Notional amount | $ 200,000,000 | |||||||
Agreement term | 5 years | |||||||
Fixed interest rate | 4.212% | |||||||
Fair value of liability | 600,000 | |||||||
Net gain (loss) | 4,800,000 | (4,200,000) | ||||||
Interest Rate Swap Two | ||||||||
Debt Instrument [Line Items] | ||||||||
Notional amount | $ 100,000,000 | $ 100,000,000 | ||||||
Agreement term | 4 years 6 months | |||||||
Fixed interest rate | 3.951% | |||||||
Fair value of asset | 600,000 | |||||||
Level 2 | Fair Value | ||||||||
Debt Instrument [Line Items] | ||||||||
Fair value | $ 538,900,000 | $ 540,300,000 | ||||||
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 | 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% | |||||||
Term Loan | New Term Loan | Base Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread | 2% | |||||||
Revolving Loans | New Revolver | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt repaid | 190,000,000 | |||||||
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% | |||||||
Revolving Loans | New Revolver | Base Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread | 2% | |||||||
Letter of Credit | New Revolver | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | $ 20,000,000 | |||||||
Line of Credit | Credit Faciltities | SOFR | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread | 1% | |||||||
Line of Credit | New Credit Agreement | Federal Reserve Bank of New York | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread | 0.50% |
Long-Term Debt - Schedule of Ma
Long-Term Debt - Schedule of Maturities of Long-term Debt (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Debt Disclosure [Abstract] | |
2024 (remainder of year) | $ 4,125 |
2025 | 5,500 |
2026 | 5,500 |
2027 | 5,500 |
2028 | 515,625 |
Thereafter | 0 |
Total aggregate maturities of the Company’s debt | $ 536,250 |
Equity (Details)
Equity (Details) - USD ($) | 3 Months Ended | ||||||
Dec. 19, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | Nov. 05, 2023 | Nov. 07, 2022 | Jun. 14, 2022 | Jul. 06, 2021 | |
Class of Stock [Line Items] | |||||||
Shares authorized (in shares) | 2,050,000,000 | ||||||
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||||
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||||
Common stock, shares authorized (in shares) | 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 | ||||
Stock repurchase program with authorization | $ 100,000,000 | ||||||
Repurchase of stock (in shares) | 1,401,472 | ||||||
Price for shares repurchased (in dollars per share) | $ 9.82 | ||||||
Repurchase and retirement of common stock | $ 13,800,000 | ||||||
Repurchase and retirement of common shares (in shares) | 1,200,000 | ||||||
Repurchase and retirement of common stock | $ 12,100,000 | ||||||
Stock repurchase program, remaining authorized repurchase amount | $ 27,900,000 | ||||||
Maximum | |||||||
Class of Stock [Line Items] | |||||||
Stock repurchase program with authorization | $ 150,000,000 | $ 50,000,000 | |||||
Repurchase program, additional authorized amount | 50,000,000 | $ 50,000,000 | |||||
Minimum | |||||||
Class of Stock [Line Items] | |||||||
Stock repurchase program with authorization | $ 100,000,000 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | Jan. 01, 2024 | Jul. 06, 2021 | Mar. 31, 2024 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense, RSUs | $ 47.6 | ||
Unrecognized compensation expense, stock options | $ 7.8 | ||
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) | 5,600,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Restricted Stock Unit and Stock Option Activity (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2024 shares | |
Stock Options | |
Beginning balance (in shares) | 13,337 |
Granted (in shares) | 0 |
Vested or exercised (in shares) | (160) |
Cancelled or forfeited (in shares) | (195) |
Ending balance (in shares) | 12,982 |
RSUs | |
RSUs | |
Beginning balance (in shares) | 3,337 |
Granted (in shares) | 2,615 |
Vested or exercised (in shares) | (301) |
Cancelled or forfeited (in shares) | (303) |
Ending balance (in shares) | 5,348 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 5,576 | $ 7,514 |
Cost of revenues | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | 116 | 108 |
Sales and marketing | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | 341 | 402 |
Product development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | 527 | 562 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 4,592 | $ 6,442 |
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 | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Earnings Per Share [Abstract] | ||
Numerator for basic EPS - net loss attributable to common stockholders | $ (16,324) | $ (20,775) |
Numerator for diluted EPS - net loss attributable to common stockholders | $ (16,324) | $ (20,775) |
Denominator: | ||
Denominator for basic EPS - weighted-average shares of common stock outstanding used in computing net loss per share (in shares) | 186,635,095 | 190,042,673 |
Denominator for diluted EPS - weighted-average shares of common stock outstanding used in computing net loss per share (in shares) | 186,635,095 | 190,042,673 |
Basic net loss per share attributable to common stockholders (in dollars per share) | $ (0.09) | $ (0.11) |
Diluted net loss per share attributable to common stockholders (in dollars per share) | $ (0.09) | $ (0.11) |
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 | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive outstanding potential common stock (in shares) | 18,557 | 21,586 |
Outstanding stock options and unvested RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive outstanding potential common stock (in shares) | 18,330 | 21,246 |
Shares of common stock pursuant to ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive outstanding potential common stock (in shares) | 227 | 340 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Interest rate swaps | ||
Liability: | ||
Interest rate swap | $ 600 | |
Fair Value, Recurring | Interest rate swaps | ||
Assets: | ||
Interest rate swaps | 563 | |
Liability: | ||
Interest rate swap | 627 | $ 4,889 |
Fair Value, Recurring | Interest rate swaps | Level 1 | ||
Assets: | ||
Interest rate swaps | 0 | |
Liability: | ||
Interest rate swap | 0 | 0 |
Fair Value, Recurring | Interest rate swaps | Level 2 | ||
Assets: | ||
Interest rate swaps | 563 | |
Liability: | ||
Interest rate swap | 627 | 4,889 |
Fair Value, Recurring | Interest rate swaps | Level 3 | ||
Assets: | ||
Interest rate swaps | 0 | |
Liability: | ||
Interest rate swap | 0 | 0 |
Fair Value, Recurring | Money market | ||
Assets: | ||
Money market | 4,127 | 764 |
Fair Value, Recurring | Money market | Level 1 | ||
Assets: | ||
Money market | 4,127 | 764 |
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 | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense | $ (5,923) | $ (299) |
Effective income tax rate | (56.90%) | (1.50%) |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Unrecognized Future Minimum Payments (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Contractual Obligation, Fiscal Year Maturity [Abstract] | |
2024 (remainder of year) | $ 11,851 |
2025 | 12,544 |
2026 | 3,745 |
2027 | 2,625 |
2028 | 687 |
Thereafter | 0 |
Total future minimum payments due | $ 31,452 |
Commitments and Contingencies_2
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Commitments and Contingencies Disclosure [Abstract] | ||
Sales and use tax liability | $ 10.9 | $ 10.9 |
Geographic Areas (Details)
Geographic Areas (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 38,375 | $ 41,134 |
International | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 9,497 | $ 11,111 |
Uncategorized Items - evcm-2024
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-13 [Member] |