Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Dec. 03, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-40949 | |
Entity Registrant Name | Enfusion, Inc | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 87-1268462 | |
Entity Address State Or Province | IL | |
Entity Address, Address Line One | 125 South Clark Street | |
Entity Address, Address Line Two | Suite 750 | |
Entity Address, City or Town | Chicago | |
Entity Address, Postal Zip Code | 60603 | |
City Area Code | 312 | |
Local Phone Number | 253-9800 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Class A common stock, par value $0.001per share | |
Trading Symbol | ENFN | |
Security Exchange Name | NYSE | |
Entity Central Index Key | 0001868912 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 65,583,288 | |
Common Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 47,470,973 |
Condensed Consolidated Interim
Condensed Consolidated Interim Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 11, 2021 |
Current Assets: | ||
Cash | $ 1 | $ 1 |
Total assets | 1 | 1 |
Commitments and contingencies | ||
STOCKHOLDER'S EQUITY | ||
Common stock, $0.001 par value, 1,000 shares authorized, issued and outstanding | 1 | 1 |
Total stockholder's equity | $ 1 | $ 1 |
Condensed Consolidated Interi_2
Condensed Consolidated Interim Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Jun. 11, 2021 |
Balance Sheets | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000 | 1,000 |
Common stock, shares issued | 1,000 | 1,000 |
Common stock, shares outstanding | 1,000 | 1,000 |
Organization and Background
Organization and Background | 9 Months Ended |
Sep. 30, 2021 | |
Organization and Description of Business | |
Organization and Background | Note 1 Organization and Background Enfusion, Inc. (the “Company”) was incorporated in Delaware on June 11, 2021 for the purpose of facilitating an initial public offering of its Class A common stock and other related transactions in order to carry on the business of Enfusion Ltd. LLC, a Delaware limited liability, and its wholly owned subsidiaries (collectively, the “LLC”). As described in Note 4, Subsequent Events Basis of Presentation The balance sheet has been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). Statements of income, stockholders’ equity and cash flows have not been presented because the Company has not engaged in any business or other activities except in connection with its formation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2 Summary of Significant Accounting Policies Cash Cash includes cash on hand and is carried at fair value, which approximates carrying value. Income Taxes The Company is treated as a subchapter C corporation, and therefore, are subject to both federal and state income taxes. The LLC continues to be recognized as a limited liability company, a pass-through entity for income tax purposes. |
Stockholders Equity
Stockholders Equity | 9 Months Ended |
Sep. 30, 2021 | |
Stockholder's Equity | |
Stockholder's Equity | Note 3 Stockholder’s Equity On June 11, 2021, the Company was authorized to issue 1,000 shares of common stock, $0.001 par value. On June 11, 2021, the Company issued 1,000 shares for $1.00, all of which were cancelled as part of the Reorganization Transactions. In connection with the Company’s IPO in October 2021 Holders of Class A common stock are entitled to one vote per share held of record on all matters submitted to a vote of stockholders. Holders of Class A common stock are entitled to receive dividends when, as and if declared by the Company’s board of directors out of funds legally available therefor, subject to any statutory or contractual restrictions on the payment of dividends and to any restrictions on the payment of dividends imposed by the terms of any outstanding preferred stock. Holders of Class B common stock are entitled to one vote per share held of record on all matters presented to stockholders generally. Holders of Class B common stock do not have any right to receive dividends. Upon the Company’s liquidation, dissolution or winding up and after payment in full of all amounts required to be paid to creditors, and subject to the rights of the holders of one or more outstanding series of preferred stock having liquidation preferences, the holders of shares of Class A common stock will be entitled to receive pro rata the Company’s remaining assets available for distribution. Holders of Class B common stock do not have any right to receive dividends or to receive a distribution upon a liquidation, dissolution or winding up of Enfusion, Inc. Under the terms of the amended and restated certificate of incorporation, the Company’s board of directors will have the authority, without further action by the Company’s stockholders, to issue shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions thereof. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events | |
Subsequent Events | Note 4 Subsequent Events On October 25, 2021, the Company completed its IPO of 21,562,500 shares of its Class A common stock, $0.001 par value per share, at an offering price of $17.00 per share. The Company received net proceeds from the IPO of approximately $267.7 million, after deducting underwriting discounts and commissions and estimated offering expenses, of which (i) $179.8 million was used to acquire 11,312,499 newly-issued Common Units from the LLC, which the LLC in turn used (a) to repay outstanding indebtedness under its credit facility, totaling approximately $98.8 million in aggregate principal amount, and resulting in a loss from early extinguishment of debt of $1.2 million, (b) to satisfy approximately $16.0 million of tax withholding obligations for federal payroll taxes arising with respect to obligations to issue Class A common stock to former holders of Award Units under the LLC’s former Change in Control Bonus plan, and (c) the remaining for general corporate purposes, and (ii) approximately $87.8 million to purchase 5,526,608 Common Units from the Company’s Pre-IPO Common Unitholders. The Company is now a publicly traded company whose Class A common stock is traded on the New York Stock Exchange under the ticker symbol “ENFN”. Prior to the completion of the IPO, the LLC and certain of its subsidiaries consummated an internal reorganization. In connection with the Company’s IPO, the Company completed a series of organizational transactions (the “Reorganization Transactions”). The Reorganization Transactions included: ● The Amended and Restated Operating Agreement of Enfusion Ltd. LLC (the “LLC Operating Agreement”) was amended and restated to, among other things, modify its capital structure by reclassifying each of the outstanding units into a new class of LLC interests (or “Common Units”); ● Pursuant to the adoption of the LLC Operating Agreement, Enfusion US-1, Inc., a newly-formed wholly owned subsidiary of Enfusion, Inc., was appointed the sole managing member of Enfusion Ltd. LLC; ● The certificate of incorporation of Enfusion, Inc. was amended and restated to, among other things, provide for 1,000,000,000 authorized shares of Class A common stock and 150,000,000 authorized shares of Class B common stock; ● The issuance of 21,562,500 shares of the Company’s Class A common stock, including the exercise in full of the underwriters’ option to purchase up to an additional 2,812,500 shares of Class A common stock, to the purchasers in the IPO in exchange for net proceeds, after taking into account the underwriting discount and commissions payable by the Company, of approximately $267.7 million; ● The issuance of 52,997,579 shares of the Company’s Class B common stock to the Pre-IPO Common Unitholders, which is equal to the number of Common Units held directly or indirectly by such Pre-IPO Common Unitholders immediately following the Reorganization Transactions, for nominal consideration; ● Pursuant to the LLC Operating Agreement, the Pre-IPO Common Unitholders were entitled to exchange Common Units for shares of Class A common stock on a one -for-one basis or, at the Company’s election, for cash, from a substantially concurrent public offering or private sale (based on the price of the Company’s Class A common stock in such public offering or private sale). The Pre-IPO Common Unitholders were also required to deliver to us an equivalent number of shares of Class B common stock to effectuate such an exchange. 5,526,608 shares of Class B common stock were delivered and canceled; ● The acquisition of 48,744,182 shares of the Company’s Class A common stock and an equal number of Common Units by Pre-IPO Shareholders through certain restructuring transactions in exchange for their ownership interests in the Blocker Companies and Enfusion Inc.; ● The creation of the Company’s 2021 Stock Option and Incentive Plan (the “2021 Plan”), under which the Company has reserved 26,400,000 shares of Class A common stock for future issuance, which includes: o approximately 16,655,704 shares of Class A common stock that will be issued to current service providers under the 2021 Plan between the first and second anniversaries of the effectiveness of the registration statement for the IPO to (i) former participants in the Change in Control Bonus Plan, which terminated in connection with the IPO and (ii) a non-executive employee in exchange for termination of an agreement pursuant to which such employee was previously entitled to receive a percentage of the Company’s annual net profit and a cash payment upon the earlier of the employee’s termination of employment or a liquidity event; and o approximately 2,816,951 restricted stock units, which settle in shares of Class A common stock, that were issued to certain employees under the Company’s 2021 Plan; ● Further, the Company will issue approximately 2,666,303 shares of Class A common stock to former service providers between the first and second anniversaries of the effectiveness of the registration statement for the IPO. ● The creation of the Company’s 2021 Employee Stock Purchase Plan, under which the Company has reserved 150,000 shares of Class A common stock for future issuance, as well as any annual automatic evergreen increases in the number of shares of Class A common stock reserved for issuance; and ● Entering into a Tax Receivable Agreement with certain of the Company’s pre-IPO owners that provides for the payment by Enfusion, Inc. to such pre-IPO owners of 85% of the benefits, if any, that Enfusion, Inc. actually realizes, or is deemed to realize (calculated using certain assumptions) as a result of (i) existing tax basis acquired in the IPO, (ii) increases in existing tax basis and adjustments to the basis of the intangible and intangible assets of Enfusion Ltd. LLC as a result of sales or exchanges (or deemed exchanges) of Common Units for shares of Class A common stock or distributions (or deemed distributions) with respect to Common Units after the IPO, (iii) Enfusion, Inc.’s utilization of certain tax attributes of the Blocker Companies, and (iv) certain other tax benefits related to entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement. Enfusion, Inc. will retain the benefit of the remaining 15% of the tax savings. The amount of existing tax basis acquired in the IPO was approximately $110.7 million. If all of the Pre-IPO Common Unitholders were to exchange or sell to us all of their Common Units, we would recognize a deferred tax asset of approximately $408.9 million and a liability under the Tax Receivable Agreement of approximately $347.6 million, assuming: (i) all exchanges or purchases occurred on the same day, (ii) a price of $17 per share, which was the public offering price per share of Class A common stock in the IPO, (iii) a constant corporate tax rate of 32.0% ; (iv) that we will have sufficient taxable income to fully utilize the tax benefits; and (v) no material changes in tax law.. With the Reorganization Transactions and IPO executed, Enfusion, Inc. now manages and operates the business and controls the strategic decisions and day-to-day operations of Enfusion Ltd. LLC and also has a substantial financial interest in Enfusion Ltd. LLC. As such, Enfusion, Inc. will consolidate the financial results of Enfusion Ltd. LLC, and a portion of Enfusion, Inc.’s net income will be allocated to noncontrolling interests to reflect the entitlement of the Pre-IPO Common Unitholders to a portion of Enfusion Ltd. LLC’s net income. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Summary of Significant Accounting Policies | |
Cash | Cash Cash includes cash on hand and is carried at fair value, which approximates carrying value. |
Income Taxes | Income Taxes The Company is treated as a subchapter C corporation, and therefore, are subject to both federal and state income taxes. The LLC continues to be recognized as a limited liability company, a pass-through entity for income tax purposes. |
Stockholders Equity (Details)
Stockholders Equity (Details) | Oct. 25, 2021Vote$ / sharesshares | Sep. 30, 2021$ / sharesshares | Jun. 11, 2021$ / sharesshares |
Common stock, shares authorized | shares | 1,000 | 1,000 | |
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |
Common stock, shares issued | shares | 1,000 | 1,000 | |
Issue price per share | $ / shares | $ 1 | ||
Subsequent Event | IPO | |||
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | ||
Preferred stock authorized | shares | 100,000,000 | ||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.001 | ||
Common Class A | Subsequent Event | |||
Number of votes per common stock | Vote | 1 | ||
Common Class A | Subsequent Event | IPO | |||
Common stock, shares authorized | shares | 1,000,000,000 | ||
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | ||
Issue price per share | $ / shares | $ 17 | ||
Common Class A | Subsequent Event | Maximum | IPO | |||
Common stock, shares authorized | shares | 1,000,000,000 | ||
Common Class B | Subsequent Event | |||
Number of votes per common stock | Vote | 1 | ||
Common Class B | Subsequent Event | IPO | |||
Common stock, shares authorized | shares | 150,000,000 |
Subsequent Events (Details)
Subsequent Events (Details) | Oct. 25, 2021USD ($)$ / sharesshares | Sep. 30, 2021$ / sharesshares | Dec. 31, 2020 | Jun. 11, 2021$ / sharesshares |
Subsequent Events | ||||
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | ||
Issue price per share | $ / shares | $ 1 | |||
Common stock, shares authorized | 1,000 | 1,000 | ||
Enfusion LLC | ||||
Subsequent Events | ||||
Percentage of cash savings payable under tax receivable agreement | 2.00% | 2.00% | ||
Subsequent Event | Enfusion LLC | ||||
Subsequent Events | ||||
Payments to acquire newly issued common units | $ | $ 179,800,000 | |||
Subsequent Event | Enfusion LLC | Credit Facility Agreement | ||||
Subsequent Events | ||||
Debt amount repaid | $ | 98,800,000 | |||
Loss from early extinguishment of debt | $ | 1,200,000 | |||
Subsequent Event | Pre-IPO common unitholders | ||||
Subsequent Events | ||||
Purchase of common units | $ | $ 87,800,000 | |||
Number of units acquired | 5,526,608 | |||
Percentage of cash savings payable under tax receivable agreement | 85.00% | |||
Tax receivable agreement, remaining tax savings retained, percent | 15.00% | |||
Subsequent Event | Pre-IPO common unitholders | Pre IPO Common Unitholders Were To Exchange Or Sell | ||||
Subsequent Events | ||||
Issue price per share | $ / shares | $ 17 | |||
Deferred tax liability | $ | $ 347,600,000 | |||
Deferred tax asset | $ | $ 408,900,000 | |||
Corporate tax rate | 32.00% | |||
Subsequent Event | Common Class A | ||||
Subsequent Events | ||||
Stock issues to service providers | $ | $ 2,666,303 | |||
Subsequent Event | Common Class A | RSUs | ||||
Subsequent Events | ||||
Common stock reserved for future issuance | 2,816,951 | |||
Subsequent Event | Common Class A | Enfusion LLC | ||||
Subsequent Events | ||||
Payment to settle tax withholding obligations | $ | $ 16,000,000 | |||
Subsequent Event | Common Class A | Employee Stock Purchase Plan 2021 | ||||
Subsequent Events | ||||
Common stock reserved for future issuance | 150,000 | |||
Subsequent Event | Common Class A | Stock Option And Incentive Plan 2021 | ||||
Subsequent Events | ||||
Common stock reserved for future issuance | 26,400,000 | |||
Subsequent Event | Common Class A | Stock Option And Incentive Plan 2021 | Service providers | ||||
Subsequent Events | ||||
Common stock reserved for future issuance | 16,655,704 | |||
Subsequent Event | Common Class A | Pre-IPO common unitholders | ||||
Subsequent Events | ||||
Stock exchange ratio | 1 | |||
Stock issued pursuant to acquisition (in shares) | 48,744,182 | |||
Subsequent Event | Common Class B | Pre-IPO common unitholders | ||||
Subsequent Events | ||||
Stock issued (in shares) | 52,997,579 | |||
Subsequent Event | Common Class B | Pre-IPO common unitholders | Enfusion LLC | ||||
Subsequent Events | ||||
Shares issued during period, shares canceled | 5,526,608 | |||
Subsequent Event | IPO | ||||
Subsequent Events | ||||
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | |||
Tax basis acquired in IPO | $ | $ 110,700,000 | |||
Subsequent Event | IPO | Enfusion LLC | ||||
Subsequent Events | ||||
Number of newly issued units acquired | 11,312,499 | |||
Subsequent Event | IPO | Common Class A | ||||
Subsequent Events | ||||
Stock issued (in shares) | 21,562,500 | |||
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | |||
Issue price per share | $ / shares | $ 17 | |||
Net proceeds from IPO | $ | $ 267,700,000 | |||
Common stock, shares authorized | 1,000,000,000 | |||
Subsequent Event | IPO | Common Class B | ||||
Subsequent Events | ||||
Common stock, shares authorized | 150,000,000 | |||
Subsequent Event | IPO including over allotment option | Common Class A | ||||
Subsequent Events | ||||
Stock issued (in shares) | 2,812,500 |
Condensed Consolidated Interi_3
Condensed Consolidated Interim Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash | $ 1 | |
Total assets | 1 | |
Current liabilities: | ||
Commitments and contingencies (Note 7) | ||
Enfusion LLC | ||
Current Assets: | ||
Cash | 8,432 | $ 13,938 |
Accounts receivable, net of allowance for doubtful accounts | 18,999 | 12,180 |
Prepaid expenses and other current assets | 8,077 | 2,793 |
Total current assets | 35,508 | 28,911 |
Property and equipment, net | 12,498 | 8,784 |
Other assets | 1,625 | 1,404 |
Total assets | 49,631 | 39,099 |
Current liabilities: | ||
Accounts payable | 2,309 | 484 |
Accrued expenses and other current liabilities | 8,968 | 7,666 |
Current portion of long-term debt | 5,000 | 2,500 |
Total current liabilities | 16,277 | 10,650 |
Long-term debt, net of discount and issuance costs | 92,535 | 96,063 |
Other liabilities | 588 | 430 |
Total liabilities | 109,400 | 107,143 |
Commitments and contingencies (Note 7) | ||
Preferred Units: | ||
Total Preferred Units | 169,866 | 165,515 |
Members' equity (deficit): | ||
Accumulated other comprehensive loss | (306) | (212) |
Total Members' equity (deficit) | (229,635) | (233,559) |
Total liabilities, Preferred Units and Members' equity (deficit) | 49,631 | 39,099 |
Enfusion LLC | Class C-1 Units | ||
Preferred Units: | ||
Total Preferred Units | 8,901 | 6,434 |
Enfusion LLC | Class C-2 Units | ||
Preferred Units: | ||
Total Preferred Units | 45,900 | 44,863 |
Enfusion LLC | Class D Units | ||
Preferred Units: | ||
Total Preferred Units | 115,065 | 114,218 |
Enfusion LLC | Class A Units | ||
Members' equity (deficit): | ||
Class A Units, no par value, 47.968 Units issued and outstanding as of September 30, 2021 and December 31, 2020. | $ (229,329) | $ (233,347) |
Condensed Consolidated Interi_4
Condensed Consolidated Interim Balance Sheets (Parenthetical) - Enfusion LLC - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Preferred units, outstanding (in shares) | 53.774 | 53.774 |
Class C-1 Units | ||
Preferred units, par value (in dollars per share) | $ 0 | $ 0 |
Preferred units, issued (in shares) | 28.777 | 28.777 |
Preferred units, outstanding (in shares) | 28.777 | 28.777 |
Class C-2 Units | ||
Preferred units, par value (in dollars per share) | $ 0 | $ 0 |
Preferred units, issued (in shares) | 12.219 | 12.219 |
Preferred units, outstanding (in shares) | 12.219 | 12.219 |
Class D Units | ||
Preferred units, par value (in dollars per share) | $ 0 | $ 0 |
Preferred units, issued (in shares) | 12.778 | 12.778 |
Preferred units, outstanding (in shares) | 12.778 | 12.778 |
Class A Units | ||
Units Par value (in dollars per share) | $ 0 | $ 0 |
Units issued (in share) | 47.968 | 47.968 |
Units outstanding (in share) | 47.968 | 47.968 |
Condensed Consolidated Interi_5
Condensed Consolidated Interim Statements of Operations - Enfusion LLC - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
REVENUES: | ||||
Total net revenues | $ 29,045 | $ 19,785 | $ 79,847 | $ 56,905 |
COST OF REVENUES: | ||||
Total cost of revenues | 8,095 | 5,393 | 21,681 | 15,200 |
Gross profit | 20,950 | 14,392 | 58,166 | 41,705 |
OPERATING EXPENSES: | ||||
General and administrative | 8,546 | 4,509 | 22,385 | 12,574 |
Sales and marketing | 4,901 | 2,068 | 12,323 | 6,615 |
Technology and development | 2,600 | 1,642 | 6,844 | 4,521 |
Total operating expenses | 16,047 | 8,219 | 41,552 | 23,710 |
Income from operations | 4,903 | 6,173 | 16,614 | 17,995 |
NON-OPERATING INCOME (EXPENSE): | ||||
Interest expense | (1,485) | (365) | (4,287) | (1,092) |
Other income, net | 29 | 29 | 1 | |
Total non-operating income (expense) | (1,456) | (365) | (4,258) | (1,091) |
Income before income taxes | 3,447 | 5,808 | 12,356 | 16,904 |
Income taxes | 154 | 228 | 704 | 656 |
Net income | 3,293 | 5,580 | 11,652 | 16,248 |
Platform subscriptions | ||||
REVENUES: | ||||
Total net revenues | 27,136 | 18,282 | 74,323 | 52,753 |
COST OF REVENUES: | ||||
Total cost of revenues | 6,842 | 4,792 | 18,262 | 12,743 |
Managed services | ||||
REVENUES: | ||||
Total net revenues | 1,890 | 1,170 | 5,184 | 3,075 |
COST OF REVENUES: | ||||
Total cost of revenues | 1,029 | 428 | 2,847 | 1,877 |
Other | ||||
REVENUES: | ||||
Total net revenues | 19 | 333 | 340 | 1,077 |
COST OF REVENUES: | ||||
Total cost of revenues | $ 224 | $ 173 | $ 572 | $ 580 |
Condensed Consolidated Interi_6
Condensed Consolidated Interim Statements of Comprehensive Income - Enfusion LLC - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net Income | $ 3,293 | $ 5,580 | $ 11,652 | $ 16,248 |
Other comprehensive loss, net of income tax: | ||||
Foreign currency translation loss | (17) | (29) | (94) | (228) |
Comprehensive income | $ 3,276 | $ 5,551 | $ 11,558 | $ 16,020 |
Condensed Consolidated Interi_7
Condensed Consolidated Interim Statements of Preferred Units and Members' Equity (Deficit) - Enfusion LLC - USD ($) $ in Thousands | Preferred Units | Members' Equity (Deficit) | Accumulated Other Comprehensive Loss | Total |
Balance at Beginning of period at Dec. 31, 2019 | $ (117,783) | $ (96) | $ (117,879) | |
Balance at Beginning of period (in shares) at Dec. 31, 2019 | 54.496 | |||
Members' Equity (Deficit) | ||||
Net income | $ 8,829 | 8,829 | ||
Other comprehensive loss | (228) | (228) | ||
Distributions | (2,367) | (2,367) | ||
Balance at end of period at Sep. 30, 2020 | $ (111,321) | (324) | (111,645) | |
Balance at end of period (in shares) at Sep. 30, 2020 | 54.496 | |||
Balance at Beginning of period at Dec. 31, 2019 | $ 105,073 | |||
Balance at Beginning of period (in shares) at Dec. 31, 2019 | 45.810 | |||
Preferred Units | ||||
Net income | $ 7,419 | |||
Distributions | (2,225) | |||
Balance at end of period at Sep. 30, 2020 | $ 110,267 | |||
Balance at end of period (in shares) at Sep. 30, 2020 | 45.810 | |||
Balance at Beginning of period at Jun. 30, 2020 | $ (113,342) | (295) | (113,637) | |
Balance at Beginning of period (in shares) at Jun. 30, 2020 | 54.496 | |||
Members' Equity (Deficit) | ||||
Net income | $ 3,031 | 3,031 | ||
Other comprehensive loss | (29) | (29) | ||
Distributions | (1,010) | (1,010) | ||
Balance at end of period at Sep. 30, 2020 | $ (111,321) | (324) | (111,645) | |
Balance at end of period (in shares) at Sep. 30, 2020 | 54.496 | |||
Balance at Beginning of period at Jun. 30, 2020 | $ 108,669 | |||
Balance at Beginning of period (in shares) at Jun. 30, 2020 | 45.810 | |||
Preferred Units | ||||
Net income | $ 2,549 | |||
Distributions | (951) | |||
Balance at end of period at Sep. 30, 2020 | $ 110,267 | |||
Balance at end of period (in shares) at Sep. 30, 2020 | 45.810 | |||
Balance at Beginning of period at Dec. 31, 2020 | $ (233,347) | (212) | (233,559) | |
Balance at Beginning of period (in shares) at Dec. 31, 2020 | 47.968 | |||
Members' Equity (Deficit) | ||||
Net income | $ 5,494 | 5,494 | ||
Other comprehensive loss | (94) | (94) | ||
Distributions | (1,476) | (1,476) | ||
Balance at end of period at Sep. 30, 2021 | $ (229,329) | (306) | (229,635) | |
Balance at end of period (in shares) at Sep. 30, 2021 | 47.968 | |||
Balance at Beginning of period at Dec. 31, 2020 | $ 165,515 | $ 165,515 | ||
Balance at Beginning of period (in shares) at Dec. 31, 2020 | 53.774 | 53.774 | ||
Preferred Units | ||||
Net income | $ 6,158 | |||
Distributions | (1,807) | |||
Balance at end of period at Sep. 30, 2021 | $ 169,866 | $ 169,866 | ||
Balance at end of period (in shares) at Sep. 30, 2021 | 53.774 | 53.774 | ||
Balance at Beginning of period at Jun. 30, 2021 | $ (230,594) | (289) | $ (230,883) | |
Balance at Beginning of period (in shares) at Jun. 30, 2021 | 47.968 | |||
Members' Equity (Deficit) | ||||
Net income | $ 1,553 | 1,553 | ||
Other comprehensive loss | (17) | (17) | ||
Distributions | (288) | (288) | ||
Balance at end of period at Sep. 30, 2021 | $ (229,329) | $ (306) | (229,635) | |
Balance at end of period (in shares) at Sep. 30, 2021 | 47.968 | |||
Balance at Beginning of period at Jun. 30, 2021 | $ 168,369 | |||
Balance at Beginning of period (in shares) at Jun. 30, 2021 | 53.774 | |||
Preferred Units | ||||
Net income | $ 1,740 | |||
Distributions | (243) | |||
Balance at end of period at Sep. 30, 2021 | $ 169,866 | $ 169,866 | ||
Balance at end of period (in shares) at Sep. 30, 2021 | 53.774 | 53.774 |
Condensed Consolidated Interi_8
Condensed Consolidated Interim Statements of Cash Flows - Enfusion LLC - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 11,652 | $ 16,248 |
Adjustments to reconcile Net income to Net cash provided by operating activities: | ||
Depreciation and amortization | 2,659 | 1,621 |
Provision for bad debts | 278 | 195 |
Amortization of debt-related costs | 222 | 38 |
Change in operating assets and liabilities: | ||
Accounts receivable | (7,097) | (3,263) |
Prepaid expenses and other assets | (5,505) | (722) |
Accounts payable | 1,825 | (269) |
Accrued expenses and other liabilities | 1,460 | (1,270) |
Net cash provided by operating activities | 5,494 | 12,578 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (6,373) | (3,598) |
Net cash used in investing activities | (6,373) | (3,598) |
Cash flows from financing activities: | ||
Proceeds from draw on revolving debt facility | 1,800 | |
Repayment of draw on revolving debt facility | (1,800) | |
Repayment of term loan | (1,250) | (300) |
Payment of Member distributions | (3,283) | (4,592) |
Net cash used in financing activities | (4,533) | (4,892) |
Effect of exchange rate changes on cash | (94) | (157) |
Net increase (decrease) in cash | (5,506) | 3,931 |
Cash, beginning of period | 13,938 | 5,898 |
Cash, end of period | 8,432 | 9,829 |
Supplemental disclosure of cash flow information: | ||
Interest paid | $ 3,806 | $ 1,046 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2021 | |
Organization and Background | Note 1 Organization and Background Enfusion, Inc. (the “Company”) was incorporated in Delaware on June 11, 2021 for the purpose of facilitating an initial public offering of its Class A common stock and other related transactions in order to carry on the business of Enfusion Ltd. LLC, a Delaware limited liability, and its wholly owned subsidiaries (collectively, the “LLC”). As described in Note 4, Subsequent Events Basis of Presentation The balance sheet has been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). Statements of income, stockholders’ equity and cash flows have not been presented because the Company has not engaged in any business or other activities except in connection with its formation. |
Enfusion LLC | |
Organization and Background | Note 1 Organization and Description of Business Enfusion Ltd. LLC. (“Enfusion” or the “Company”) is a leading provider of cloud-based order and execution management, portfolio management and risk systems. Enfusion’s clients include large global hedge fund managers, institutional asset managers, family offices and other institutional investors. Enfusion provides its clients with innovative real-time performance, risk calculations, and accounting capabilities for some of the most sophisticated financial products. The Company is headquartered in Chicago, Illinois and has offices in Chicago, New York, London, Dublin, Hong Kong, Singapore, São Paulo, and Mumbai. The Company was organized as a Delaware limited liability company on August 23, 1995. Enfusion, Inc. was incorporated in Delaware on June 11, 2021 for the purpose of facilitating an initial public offering and other related transactions in order to carry on Enfusion’s business. On October 25, 2021, Enfusion, Inc. completed an initial public offering of 21,562,500 shares of its Class A common stock at a public offering price of $17.00 per share (the “IPO”), receiving approximately $267.7 million in net proceeds, after deducting the underwriting discount and estimated offering expenses, which were used to purchase 5,526,608 newly-issued LLC interests from Enfusion Ltd. LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO, less the underwriting discount and estimated offering expenses. Pursuant to a reorganization into a holding company structure, Enfusion, Inc. is a holding company and its principal asset is an ownership interest in Enfusion Ltd. LLC. Through its control over the sole managing member of Enfusion Ltd. LLC following the IPO, Enfusion Inc. operates and controls all of the business and affairs of Enfusion Ltd. LLC, and through Enfusion Ltd. LLC, conducts its business. |
Principles of Consolidation and
Principles of Consolidation and Basis of Presentation | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Principles of Consolidation and Basis of Presentation | Note 2 Principles of Consolidation and Basis of Presentation Principles of Consolidation The condensed consolidated interim financial statements include the operations of Enfusion and its wholly owned subsidiaries, Enfusion Systems UK Ltd., Enfusion HK Ltd., Enfusion Software Limited, Enfusion Softech India Private Limited, Enfusion (Singapore) Pte. Limited, Enfusion do Brasil Tecnologia da Informacao Ltda. and Enfusion (Shanghai) Co., Ltd. All intercompany transactions and balances have been eliminated in consolidation. These condensed consolidated interim financial statements should be read in conjunction with the Company’s audited December 31, 2020 consolidated financial statements contained in the Company's final prospectus for its IPO dated as of October 20, 2021 and filed with the SEC pursuant to Rule 424(b)(4) on October 22, 2021, or the Prospectus. Use of Estimates The preparation of consolidated interim financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated interim financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Operating results for the interim periods are not necessarily indicative of results that may be expected to occur for the entire year. In the opinion of management, all adjustments considered necessary for a fair presentation of the accompanying unaudited condensed consolidated interim financial statements have been included for a fair presentation of the Company’s financial position and results of operations, and all adjustments are of a normal and recurring nature. Segments Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is the CODM. While the Company operates in multiple countries, the Company’s business operates as one operating segment because most of the Company’s service offerings are delivered and supported on a global basis, the Company’s service offerings are deployed in a nearly identical way, and the Company’s CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. COVID-19 A novel strain of coronavirus first reported in December 2019, now known as “COVID-19”, has extensively impacted the global health and economic environment, with the World Health Organization characterizing COVID-19 as a pandemic on March 11, 2020. The Company is closely monitoring pandemic-related developments and has taken, and continues to take, numerous steps to address them. The Company has required nearly all its employees to work remotely on a temporary basis and has implemented global travel restrictions for employees. The Company believes the transition to remote working has been successful and has not significantly affected financial results for the nine months ended September 30, 2021 or 2020. As the situation surrounding the COVID-19 pandemic remains fluid, the Company is actively managing its response. The extent of the effect on the Company’s future operational and financial performance will depend on future developments, including the duration, spread and intensity of the pandemic, and governmental, regulatory and private sector responses, all of which are uncertain and difficult to predict. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Summary of Significant Accounting Policies | Note 2 Summary of Significant Accounting Policies Cash Cash includes cash on hand and is carried at fair value, which approximates carrying value. Income Taxes The Company is treated as a subchapter C corporation, and therefore, are subject to both federal and state income taxes. The LLC continues to be recognized as a limited liability company, a pass-through entity for income tax purposes. |
Enfusion LLC | |
Summary of Significant Accounting Policies | Note 3 Summary of Significant Accounting Policies The significant accounting policies of the Company and its subsidiaries are summarized below. Impairment of Long-Lived Assets The Company evaluates the carrying value of long-lived assets, including identifiable intangibles, in accordance with the accounting standard for impairment or disposal of long-lived assets, which requires recognition of impairment of long-lived assets in the event that circumstances indicate impairment may have occurred and when the net carrying value of such assets exceeds the future undiscounted cash flows attributed to such assets. The Company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying value may not be recoverable. No impairment of long-lived assets occurred during the three or nine months ended September 30, 2021 or 2020. Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the exit price) in an orderly transaction between market participants at the measurement date. Accounting standards establish a hierarchal framework, which prioritizes and ranks the level of market price observability used in measuring assets and liabilities at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from independent sources. Unobservable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on the best information available. Assets and liabilities measured and reported at fair value are classified and disclosed in one of the following categories: Level 1 Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 Inputs are inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; and Level 3 Inputs are unobservable inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. At September 30, 2021 and December 31, 2020, the fair value of the Company’s debt is Level 2. The fair value does not materially differ from the carrying value. The carrying amount of the Company’s other financial instruments, including accounts receivable and accounts payable, approximate fair value due to their short-term nature. Revenue Disaggregation of revenue The Company’s total net revenues by geographic region, based on the client’s physical location is presented in the following table: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Geographic Region Amount Percent Amount Percent Amount Percent Amount Percent Americas* $ 18,821 64.8 % $ 13,414 67.8 % $ 52,220 65.4 % $ 38,742 68.1 % Europe, Middle East and Africa (EMEA) 3,631 12.5 % 2,183 11.0 % 9,607 12.0 % 6,354 11.1 % Asia Pacific (APAC) 6,593 22.7 % 4,188 21.2 % 18,020 22.6 % 11,809 20.8 % Total net revenues $ 29,045 100.0 % $ 19,785 100.0 % $ 79,847 100.0 % $ 56,905 100.0 % *The Company’s total net revenues in the United States were $18.4 million and $13.3 million for the three months ended September 30, 2021 and 2020, respectively and were $51.0 million and $38.1 million for the nine months ended September 30, 2021 and 2020, respectively. Deferred offering costs The Company capitalizes certain legal, accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of an equity financing, these costs are recorded in Members’ equity (deficit) as a reduction of equity generated as a result of the offering. Should the in-process equity financing be abandoned, the deferred offering costs will be expensed immediately as a charge to operating expenses in the condensed consolidated statement of operations. The Company had $4.4 million of deferred offering costs recorded within Prepaid expenses and other current assets as of September 30, 2021. Income Taxes The Company has elected, under the Internal Revenue Code, to be taxed as a limited liability company. In lieu of corporate income taxes, each Member is taxed on their proportionate share of the Company’s taxable income. Therefore, no provision or liability for federal or state income taxes has been included in the condensed consolidated interim financial statements. Concentration of Risk Deposits with Financial Institutions The Company has concentrated its credit risk for cash by maintaining deposits in several financial institutions, which may at times exceed amounts covered by insurance provided by the Federal Deposit Insurance Corporation (“FDIC”). The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk related to cash. Accounts Receivable As of September 30, 2021, and December 31, 2020, no individual client represented more than 10% of accounts receivable. For the three and nine months ended September 30, 2021 and 2020, no individual client represented more than 10% of the Company’s total net revenues. As of September 30, 2021, and December 31, 2020, the allowance for doubtful accounts was $0.8 million and $0.7 million, respectively. Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU 2016-02 , Leases Leases Codification Improvements to Topic 842, Leases Leases In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses Measurement of Credit Losses on Financial Instruments In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Softwar Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. Income Taxes Simplifying the Accounting for Income Taxes |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Property and Equipment, Net | |
Property and Equipment, Net | Note 4 Property and Equipment, Net Property and equipment, net consists of the following (in thousands): September 30, 2021 December 31, 2020 Computer equipment and software $ 13,094 $ 8,533 Software development costs 4,355 2,948 Leasehold improvements 1,942 1,406 Furniture and fixtures 540 671 Total property and equipment, cost 19,931 13,558 Less accumulated depreciation and amortization (7,433) (4,774) Total property and equipment, net $ 12,498 $ 8,784 As of September 30, 2021, and December 31, 2020, property and equipment, net located in the United States was $10.2 million and $7.5 million, respectively. The remainder was located in the Company's various international locations. Included in property and equipment are the capitalized costs of software developed and maintained for internal use. Software development costs capitalized during the three months ended September 30, 2021 and 2020 were $0.4 million and $0.3 million, respectively. Software development costs capitalized during the nine months ended September 30, 2021 and 2020 were $1.4 million and $0.9 million, respectively. Depreciation and amortization expense related to property and equipment, excluding software development costs, was $0.7 million and $0.4 million for the three months ended September 30, 2021 and 2020, respectively. Depreciation and amortization expense related to property and equipment, excluding software development costs, was $1.8 million and $1.1 million for the nine months ended September 30, 2021 and 2020, respectively. Amortization expense related to software development costs was $0.3 million and $0.2 million for the three months ended September 30, 2021 and 2020, respectively. Amortization expense related to software development costs was $0.9 million and $0.5 million for the nine months ended September 30, 2021 and 2020, respectively. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Accrued Expenses and Other Current Liabilities | Note 5 Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, 2021 December 31, 2020 Accrued compensation $ 6,172 $ 5,261 Accrued expenses 1,589 1,478 Accrued taxes 1,036 414 Accrued interest 171 218 Current portion of deferred rent — 29 Other current liabilities — 266 Total accrued expenses and other current liabilities $ 8,968 $ 7,666 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Debt Instrument [Line Items] | |
Debt | Note 6 Debt The following table details the components of the Company’s debt obligations (in thousands): September 30, 2021 December 31, 2020 Term loan $ 98,750 $ 100,000 Less unamortized discount and issuance costs (1,215) (1,437) Term loan, net 97,535 98,563 Less current portion (5,000) (2,500) Long-term debt, net of unamortized discount and issuance costs $ 92,535 $ 96,063 Term Loan and Revolving Debt Initial Credit Agreement On August 2, 2019, the Company entered into a credit agreement (the “Credit Agreement”) with Silicon Valley Bank (“SVB”) which provided for a $30 million term loan (the “Term Loan”), of which the full principal was advanced, and a $2 million revolving debt facility (the “Revolving Debt”), of which up to $2 million could be used for the issuance of letters of credit (the “LC sub-limit”). Proceeds of the Term Loan were primarily used to pay Member Distributions of $24 million. The Term Loan required quarterly principal payments of $75 thousand commencing on March 31, 2020 through the maturity date on August 2, 2024, at which time any unpaid principal and accrued interest amounts would have been due. Interest was payable monthly based on London Interbank Offered Rate (“LIBOR”) plus an applicable margin. Interest was not compounded. Lender fees and issuance costs of $363 thousand related to the Term Loan were capitalized during 2019 and were being amortized over the five-year term of the Credit Agreement at an effective rate of interest. Issue costs related to the Revolving Debt were capitalized and were being amortized over the five-year term of the Credit Agreement on a straight-line basis. The Revolving Debt includes an unused commitment fee of 0.50% of the outstanding commitments. This facility is secured by substantially all of the Company’s assets and requires the Company to meet certain financial and non-financial covenants. The Term Loan is reported net of unamortized discount and issuance costs in the condensed consolidated balance sheets. In August of 2019, the Company issued a letter of credit as security for one of the Company’s operating leases. Unamortized issuance costs related to the Revolving Debt are included in Other assets in the condensed consolidated balance sheets. The aforementioned financial covenants include maintaining a minimum fixed charge coverage ratio and maximum senior leverage ratio. The Company was in compliance with all covenants as of September 30, 2021 and December 31, 2020, respectively. On April 13, 2020, the Company drew the remaining $1.8 million of the unused Revolving Debt commitment amount to expand its liquidity amid the uncertainty of the Coronavirus pandemic. The Revolving Debt requires monthly interest payments at a base rate of 3.5% plus an incremental variable interest rate of the Company’s choice of the one-, three- or six- month LIBOR. Interest is not compounded. As of May 27, 2020, the minimum base rate of 3.5% was in effect and the Company elected to use the six-month LIBOR rate of 1.238%, resulting in an effective rate of 4.738% at May 27, 2020. The Company repaid the $1.8 million of Revolving Debt principal and accrued interest of $21 thousand on September 24, 2020. First Amendment to Credit Agreement On August 9, 2020, the Company entered into an amendment to the Credit Agreement (the “First Amended Credit Agreement”) which provided for an increase in the commitment amount of the Revolving Debt from $2 million to $5 million. No other terms were changed from the original agreement. The Company accounted for the First Amendment as a modification of the Revolving Debt. Accordingly, issue costs related to the First Amendment were charged to interest expense. Second Amendment to Credit Agreement On December 17, 2020, the Company entered into a second amended and restated Credit Agreement (the “Second Amended Agreement”) with SVB as lead arranger in a syndicated credit agreement (the “SVB Syndicate”, or “the lender”), which: (i) increased the outstanding Term Loan principal balance to $100 million, of which $30 million of the principal was previously advanced; (ii) joined City National Bank, Cadence Bank and Trust Bank (the “joiners to the syndicate”) as additional lenders. The Term Loan and Revolving Debt commitment amounts of the Second Amended Agreement are indicated in the table below. The Second Amended Agreement also provided for the appointment of SVB as the administrator for the syndicate; and extended the maturity date of the agreement to December 17, 2025. Proceeds from the Term Loan were primarily used to pay Member Distributions of $71.1 million. The Company accounted for the change in the portion of the Term Loan principal balance funded by SVB and the change in SVB’s commitment to fund draws of the Revolving Debt as a modification of both the Term Loan and the Revolving Debt. Accordingly, Term Loan related costs of $467 thousand were capitalized, whereas issuance costs paid to third parties were charged to interest expense. Previously unamortized debt issuance costs continued to be amortized over the term of the new agreement. The Company accounted for the Term Loan principal balance funded by the joiners to the syndicate and the amounts of their respective commitments to fund draws of the Revolving Debt as a new issuance. Accordingly, lender fees and issuance costs, including costs paid to the joiners of the syndicate and costs paid to third parties of $674 thousand related to the Term Loan amounts funded by the joiners to the syndicate were capitalized and are being amortized over the five-year term of the Second Amended Agreement at an effective rate of interest. Issuance costs related to the Revolving Debt were capitalized and are being amortized over the five-year term of the Second Amendment on a straight-line basis. Commencing on September 30, 2021, the Company is required to make quarterly principal repayments of $1.25 million. The Company repaid the first of the required payments of $1.25 million of Revolving Debt principal on September 30, 2021. The Term Loan requires monthly interest payments at a base rate of 4.25% plus an incremental variable interest rate of the Company’s choice of the one-, three- or six-month LIBOR, subject to a 1% minimum. Interest is not compounded. As the one-month LIBOR rate selected by the Company for the variable interest rate re-set prior to September 30, 2021 was below the 1% minimum, the resulting Term Loan interest rate at September 30, 2021 was 5.25%. As discussed above, the Company is required to make quarterly principal repayments of $1.25 million commencing on September 30, 2021, increasing up to $2.5 million starting in March 31, 2024. The Company is also subject to contingent principal payments based on excess cash flow (as defined in the Second Amended Agreement) commencing with and including the fiscal year ending December 31, 2021. Any unpaid principal and accrued interest will be due on December 17, 2025. Required future minimum principal payments as of September 30, 2021 are as follows (in thousands): As of September 30, Amount 2021 $ 1,250 2022 5,000 2023 5,000 2024 10,000 2025 77,500 Total $ 98,750 The Company did not have any borrowings of the Revolving Debt outstanding as of September 30, 2021 or December 31, 2020. As of September 30, 2021, and December 31, 2020, the available unused commitment of the Revolving Debt was $4.8 million. As of September 30, 2021, and December 31, 2020, the Company was contingently obligated for a letter of credit in the amount of $200 thousand which bears interest at an annual rate of 2%. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Commitments and Contingencies | Note 7 Commitments and Contingencies The Company records accruals for contingencies when it is probable that a liability will be incurred, and the amount of loss can be reasonably estimated based on historical claim activity and loss development factors. There can be no assurance there will not be an increase in the scope of these matters or that any future or pending lawsuits, claims, proceedings, or investigations will not be material. Prior to the IPO, the Company had an agreement with an employee whereby the employee was entitled to receive a percentage of the Company's net profits each year, calculated based on Units held by the employee as a percent of the total number of outstanding Units of the Company (the "Applicable Percentage"). The calculation for 2021 and 2020 equaled 2.0%of net profits. The Company had accrued $332 thousand and $128 thousand at September 30, 2021 and December 31, 2020, respectively, recorded in Accrued expenses and other current liabilities in the Company's condensed consolidated interim balance sheets. The Company had an additional agreement with this employee under which the employee was entitled to receive a cash payment of the Applicable Percentage of (i) in the case of termination, the value of the Company based on the then-most recent valuation ascribed to the Company in an equity financing transaction or (ii) in the case of a sale of the Company, the consideration paid in such transaction. Amounts are paid subsequent to the respective fiscal year-end. At September 30, 2021 and December 31, 2020, the Company did not record a liability as the amounts were not probable or estimable. In connection with the Reorganization Transactions (as defined in Note 4 to the Balance Sheets included elsewhere in this report), the Company and the employee terminated these agreements. |
Preferred Units and Members' Eq
Preferred Units and Members' Equity (Deficit) | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Preferred Units and Members' Equity (Deficit) | Note 8 Preferred Units and Members’ Equity (Deficit) The Company has 101.742 Units issued and outstanding as of September 30, 2021 and December 31, 2020, respectively. The number of Units outstanding by Unit class, the percentage of the Company collectively owned by each Unit class, and the carrying values of these Units in the Company’s condensed consolidated balance sheets as of September 30, 2021 and December 31, 2020 are summarized in the following table (in thousands except unit amounts): September 30, 2021 December 31, 2020 Ownership Carrying Ownership Carrying Unit Class Units Percentage Value Units Percentage Value Preferred Units: Class C-1 Units 28.777 28.28 % $ 8,901 28.777 28.28 % $ 6,434 Class C-2 Units 12.219 12.01 % 45,900 12.219 12.01 % 44,863 Class D Units 12.778 12.56 % 115,065 12.778 12.56 % 114,218 Total Preferred Units 53.774 52.85 % 169,866 53.774 52.85 % 165,515 Members’ equity (deficit): Class A Units 47.968 47.15 % (229,329) 47.968 47.15 % (233,347) Total Preferred Units and Members’ equity (deficit) 101.742 100.00 % $ (59,463) 101.742 100.00 % $ (67,832) The Members did not engage in any private equity transactions and, as such, no transactions were recorded in the three or nine months ended September 30, 2021 or 2020. The rights of the unitholders as provided for in the Company’s Operating Agreements, prior to the execution of the LLC Operating Agreements, are summarized below. The rights of the Preferred Unit classes are equal to those of the Class A Unitholders, with the exception of the Optional Redemption, and Liquidation Preference provisions that are only rights of certain Preferred Unit classes. Voting and Transfer Rights The Company’s Board of Managers is responsible for the management of the Company. A majority vote of the Board of Managers is required for matters subject to voting. The Operating Agreement provides for the appointment of Managers in proportion to the Units held by each Member group regardless of Unit class. Subject to certain restrictions, Members may transfer all or any portion of their Units with the consent of a majority of the Members. Optional Redemption Provision The “Optional Redemption” provision obligates the Company to redeem outstanding Class C-1 and Class C-2 Units (collectively, the “Class C Units”), upon receiving notice of the holders of such Class C Units of their intent to exercise this right at any time after December 23, 2026 (the tenth anniversary of the issuance of the Class C-1 Units on December 23, 2016), at a Redemption Price to be determined as the original purchase price of the redeemed Units less the aggregate amount of distributions in excess of any tax distributions. In addition, the Optional Redemption provision also obligates the Company to redeem Class D Units in the event the Class C Unit holders notify the Company of their intent to exercise their right under this provision. Liquidation Preference Provision In the event of a “Deemed Liquidation,” as defined by the Operating Agreement, the Liquidation Preference provides for the holders of preferred Unit classes to receive a minimum liquidation payment amount from the Company equal to the purchase price of Units held, less cumulative Members distributions. Distributions to Members The Members have rights to receive distributions including tax distribution, liquidation distributions and distributions of profits and losses in proportion to their respective ownership percentages, with the exception of the preferential payment of profits to preferred Units outstanding in a fiscal year when cumulative losses exist from prior fiscal years in which those preferred Units were also outstanding. Conversion to Corporation Provision In the event the Company converts its legal entity form from a limited liability company to a corporation in connection with an Initial Public Offering, the “Conversion to Corporation” provision of the Operating Agreement provides for all Unit classes to be converted into a single class of common stock. |
Management Incentive Plans
Management Incentive Plans | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Management Incentive Plans | Note 9 Management Incentive Plans The Company has a Change in Control Bonus Plan (the “Plan”) for certain members of the Company’s management (“Plan Participants”) that provides for the payment of a cash bonus based on a specified number of Management Incentive Award Units (“Award Units”) in the event of a change in control (“CiC”) transaction (i.e., a liquidity event), as defined by the Company’s Operating Agreement. The bonus amount paid to each Plan Participant is determined based on the number of Award Units granted relative to the total number of Award Units issued and outstanding. The amount paid to Plan Participants upon a CiC transaction is determined based upon the consideration paid to Members as part of the CiC transaction. The price paid for the Award Units is the excess of the per Unit value of the Company based on the consideration received upon a liquidity event over the base amount per Award Unit agreed with the Plan Participants on the grant date. Each award under the Plan generally terminates and expires on the earliest of: (i) the date the participant separates from service during the five-year period beginning on the award’s grant date (or such other vesting period or periods designated in an award agreement, which may be shorter than five years) for any reason other than for “cause”; or (ii) upon a liquidity event which does not meet or exceed the award’s specified base amount, or the vesting conditions. In addition, each award terminates and expires upon the participant’s termination for cause, breach of a restrictive covenant obligations, or termination following a liquidity event for any reason prior to the date that the holders of Enfusion Ltd. LLC economic units receive all transaction proceeds. At September 30, 2021 and December 31, 2020, respectively, the Company did not record a liability for payments under the Plan as the timing of any future CiC transaction or amount of Award Units to be paid to Plan Participants was not probable or estimable. In October 2021, the Company's board of managers elected to terminate the Change in Control Bonus Plan (and all Award Units issued thereunder) upon effectiveness of the registration statement for the IPO. The value of all Award Units vested at effectiveness of the registration statement for the IPO and Award Units that would have vested within one year thereafter will be paid to participants in the form of vested shares of Class A common stock between the first and second anniversaries of such date of effectiveness. Based upon the initial public offering price of $17.00 per share, Enfusion, Inc. will issue approximately 15,535,715 shares of Class A common stock to former holders of vested Award Units and 1,749,227 shares of Class A common stock to former holders of Award Units that would have vested within one year after effectiveness of the registration statement to which the Prospectus is a part, in satisfaction of the obligations described above. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Related Party Transactions | |
Related Party Transactions | Note 10 Related Party Transactions Parties are considered to be related if one party has the ability to control or exercise significant influence over the other party in making financial or operating decisions. Since transactions with related parties may raise potential or actual conflicts of interest between the related party and the Company, the Company has implemented a related party transaction policy that requires related party transactions to be reviewed and approved by its Audit Committee. The Company has evaluated its relationships with related parties and determined it did not engage in any material transactions with related parties during the period covered by these condensed consolidated interim financial statements. |
Subsequent Events_2
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events | |
Subsequent Events | Note 4 Subsequent Events On October 25, 2021, the Company completed its IPO of 21,562,500 shares of its Class A common stock, $0.001 par value per share, at an offering price of $17.00 per share. The Company received net proceeds from the IPO of approximately $267.7 million, after deducting underwriting discounts and commissions and estimated offering expenses, of which (i) $179.8 million was used to acquire 11,312,499 newly-issued Common Units from the LLC, which the LLC in turn used (a) to repay outstanding indebtedness under its credit facility, totaling approximately $98.8 million in aggregate principal amount, and resulting in a loss from early extinguishment of debt of $1.2 million, (b) to satisfy approximately $16.0 million of tax withholding obligations for federal payroll taxes arising with respect to obligations to issue Class A common stock to former holders of Award Units under the LLC’s former Change in Control Bonus plan, and (c) the remaining for general corporate purposes, and (ii) approximately $87.8 million to purchase 5,526,608 Common Units from the Company’s Pre-IPO Common Unitholders. The Company is now a publicly traded company whose Class A common stock is traded on the New York Stock Exchange under the ticker symbol “ENFN”. Prior to the completion of the IPO, the LLC and certain of its subsidiaries consummated an internal reorganization. In connection with the Company’s IPO, the Company completed a series of organizational transactions (the “Reorganization Transactions”). The Reorganization Transactions included: ● The Amended and Restated Operating Agreement of Enfusion Ltd. LLC (the “LLC Operating Agreement”) was amended and restated to, among other things, modify its capital structure by reclassifying each of the outstanding units into a new class of LLC interests (or “Common Units”); ● Pursuant to the adoption of the LLC Operating Agreement, Enfusion US-1, Inc., a newly-formed wholly owned subsidiary of Enfusion, Inc., was appointed the sole managing member of Enfusion Ltd. LLC; ● The certificate of incorporation of Enfusion, Inc. was amended and restated to, among other things, provide for 1,000,000,000 authorized shares of Class A common stock and 150,000,000 authorized shares of Class B common stock; ● The issuance of 21,562,500 shares of the Company’s Class A common stock, including the exercise in full of the underwriters’ option to purchase up to an additional 2,812,500 shares of Class A common stock, to the purchasers in the IPO in exchange for net proceeds, after taking into account the underwriting discount and commissions payable by the Company, of approximately $267.7 million; ● The issuance of 52,997,579 shares of the Company’s Class B common stock to the Pre-IPO Common Unitholders, which is equal to the number of Common Units held directly or indirectly by such Pre-IPO Common Unitholders immediately following the Reorganization Transactions, for nominal consideration; ● Pursuant to the LLC Operating Agreement, the Pre-IPO Common Unitholders were entitled to exchange Common Units for shares of Class A common stock on a one -for-one basis or, at the Company’s election, for cash, from a substantially concurrent public offering or private sale (based on the price of the Company’s Class A common stock in such public offering or private sale). The Pre-IPO Common Unitholders were also required to deliver to us an equivalent number of shares of Class B common stock to effectuate such an exchange. 5,526,608 shares of Class B common stock were delivered and canceled; ● The acquisition of 48,744,182 shares of the Company’s Class A common stock and an equal number of Common Units by Pre-IPO Shareholders through certain restructuring transactions in exchange for their ownership interests in the Blocker Companies and Enfusion Inc.; ● The creation of the Company’s 2021 Stock Option and Incentive Plan (the “2021 Plan”), under which the Company has reserved 26,400,000 shares of Class A common stock for future issuance, which includes: o approximately 16,655,704 shares of Class A common stock that will be issued to current service providers under the 2021 Plan between the first and second anniversaries of the effectiveness of the registration statement for the IPO to (i) former participants in the Change in Control Bonus Plan, which terminated in connection with the IPO and (ii) a non-executive employee in exchange for termination of an agreement pursuant to which such employee was previously entitled to receive a percentage of the Company’s annual net profit and a cash payment upon the earlier of the employee’s termination of employment or a liquidity event; and o approximately 2,816,951 restricted stock units, which settle in shares of Class A common stock, that were issued to certain employees under the Company’s 2021 Plan; ● Further, the Company will issue approximately 2,666,303 shares of Class A common stock to former service providers between the first and second anniversaries of the effectiveness of the registration statement for the IPO. ● The creation of the Company’s 2021 Employee Stock Purchase Plan, under which the Company has reserved 150,000 shares of Class A common stock for future issuance, as well as any annual automatic evergreen increases in the number of shares of Class A common stock reserved for issuance; and ● Entering into a Tax Receivable Agreement with certain of the Company’s pre-IPO owners that provides for the payment by Enfusion, Inc. to such pre-IPO owners of 85% of the benefits, if any, that Enfusion, Inc. actually realizes, or is deemed to realize (calculated using certain assumptions) as a result of (i) existing tax basis acquired in the IPO, (ii) increases in existing tax basis and adjustments to the basis of the intangible and intangible assets of Enfusion Ltd. LLC as a result of sales or exchanges (or deemed exchanges) of Common Units for shares of Class A common stock or distributions (or deemed distributions) with respect to Common Units after the IPO, (iii) Enfusion, Inc.’s utilization of certain tax attributes of the Blocker Companies, and (iv) certain other tax benefits related to entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement. Enfusion, Inc. will retain the benefit of the remaining 15% of the tax savings. The amount of existing tax basis acquired in the IPO was approximately $110.7 million. If all of the Pre-IPO Common Unitholders were to exchange or sell to us all of their Common Units, we would recognize a deferred tax asset of approximately $408.9 million and a liability under the Tax Receivable Agreement of approximately $347.6 million, assuming: (i) all exchanges or purchases occurred on the same day, (ii) a price of $17 per share, which was the public offering price per share of Class A common stock in the IPO, (iii) a constant corporate tax rate of 32.0% ; (iv) that we will have sufficient taxable income to fully utilize the tax benefits; and (v) no material changes in tax law.. With the Reorganization Transactions and IPO executed, Enfusion, Inc. now manages and operates the business and controls the strategic decisions and day-to-day operations of Enfusion Ltd. LLC and also has a substantial financial interest in Enfusion Ltd. LLC. As such, Enfusion, Inc. will consolidate the financial results of Enfusion Ltd. LLC, and a portion of Enfusion, Inc.’s net income will be allocated to noncontrolling interests to reflect the entitlement of the Pre-IPO Common Unitholders to a portion of Enfusion Ltd. LLC’s net income. |
Enfusion LLC | |
Subsequent Events | |
Subsequent Events | Note 11 Subsequent Events On October 25, 2021, Enfusion, Inc. completed its IPO of 21,562,500 shares of Class A common stock at a public offering price of $17.00 per share and received approximately $267.7 million in net proceeds, after deducting the underwriting discount and estimated offering expenses. Enfusion Inc. used the net proceeds to purchase 11,312,499 newly-issued Common Unit interests from Enfusion Ltd. LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO, less the underwriting discount and estimated offering expenses. Immediately following the completion of the IPO and related Reorganization Transactions (as defined in Note 4 to the Balance Sheets included elsewhere in this report), Enfusion Inc. held 64,066,841 Common Units of Enfusion Ltd. LLC representing an approximately 56.7% economic interest in Enfusion Ltd. LLC. The Company used the net proceeds from the sale of the Common Units to Enfusion, Inc. (i) to repay outstanding indebtedness under the credit facility totaling approximately $98.8 million in aggregate principal amount, (ii) to satisfy approximately $16.0 million of tax withholding obligations for federal payroll taxes arising with respect to obligations to issue Class A common stock to former holders of Award Units under the former Change in Control Bonus Plan and to a non-executive employee in exchange for termination of an agreement pursuant to which the Company was obligated to pay a percentage of the annual net profit and a cash payment upon the earlier of the employee's termination of employment or a liquidity event, and (iii) approximately $65.0 million for general corporate purposes and to bear all of the expenses of the offering. Prior to the IPO, on October 19, 2021, the Company entered into an amended and restated credit agreement. The amended and restated credit agreement continues to provide for the Term Loan in the aggregate principal amount of $100.0 million and the Revolving Debt in the amount of $5.0 million. The terms of the amended and restated credit agreement are unchanged from the credit agreement and joined Enfusion, Inc. as a co-borrower and provide transition and replacement rates for the LIBOR rate. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Cash | Cash Cash includes cash on hand and is carried at fair value, which approximates carrying value. |
Income Taxes | Income Taxes The Company is treated as a subchapter C corporation, and therefore, are subject to both federal and state income taxes. The LLC continues to be recognized as a limited liability company, a pass-through entity for income tax purposes. |
Enfusion LLC | |
Principles of Consolidation | Principles of Consolidation The condensed consolidated interim financial statements include the operations of Enfusion and its wholly owned subsidiaries, Enfusion Systems UK Ltd., Enfusion HK Ltd., Enfusion Software Limited, Enfusion Softech India Private Limited, Enfusion (Singapore) Pte. Limited, Enfusion do Brasil Tecnologia da Informacao Ltda. and Enfusion (Shanghai) Co., Ltd. All intercompany transactions and balances have been eliminated in consolidation. These condensed consolidated interim financial statements should be read in conjunction with the Company’s audited December 31, 2020 consolidated financial statements contained in the Company's final prospectus for its IPO dated as of October 20, 2021 and filed with the SEC pursuant to Rule 424(b)(4) on October 22, 2021, or the Prospectus. |
Use of Estimates | Use of Estimates The preparation of consolidated interim financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated interim financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Operating results for the interim periods are not necessarily indicative of results that may be expected to occur for the entire year. In the opinion of management, all adjustments considered necessary for a fair presentation of the accompanying unaudited condensed consolidated interim financial statements have been included for a fair presentation of the Company’s financial position and results of operations, and all adjustments are of a normal and recurring nature. |
Segments | Segments Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is the CODM. While the Company operates in multiple countries, the Company’s business operates as one operating segment because most of the Company’s service offerings are delivered and supported on a global basis, the Company’s service offerings are deployed in a nearly identical way, and the Company’s CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. |
COVID-19 | COVID-19 A novel strain of coronavirus first reported in December 2019, now known as “COVID-19”, has extensively impacted the global health and economic environment, with the World Health Organization characterizing COVID-19 as a pandemic on March 11, 2020. The Company is closely monitoring pandemic-related developments and has taken, and continues to take, numerous steps to address them. The Company has required nearly all its employees to work remotely on a temporary basis and has implemented global travel restrictions for employees. The Company believes the transition to remote working has been successful and has not significantly affected financial results for the nine months ended September 30, 2021 or 2020. As the situation surrounding the COVID-19 pandemic remains fluid, the Company is actively managing its response. The extent of the effect on the Company’s future operational and financial performance will depend on future developments, including the duration, spread and intensity of the pandemic, and governmental, regulatory and private sector responses, all of which are uncertain and difficult to predict. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company evaluates the carrying value of long-lived assets, including identifiable intangibles, in accordance with the accounting standard for impairment or disposal of long-lived assets, which requires recognition of impairment of long-lived assets in the event that circumstances indicate impairment may have occurred and when the net carrying value of such assets exceeds the future undiscounted cash flows attributed to such assets. The Company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying value may not be recoverable. No impairment of long-lived assets occurred during the three or nine months ended September 30, 2021 or 2020. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the exit price) in an orderly transaction between market participants at the measurement date. Accounting standards establish a hierarchal framework, which prioritizes and ranks the level of market price observability used in measuring assets and liabilities at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from independent sources. Unobservable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on the best information available. Assets and liabilities measured and reported at fair value are classified and disclosed in one of the following categories: Level 1 Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 Inputs are inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; and Level 3 Inputs are unobservable inputs that reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. At September 30, 2021 and December 31, 2020, the fair value of the Company’s debt is Level 2. The fair value does not materially differ from the carrying value. The carrying amount of the Company’s other financial instruments, including accounts receivable and accounts payable, approximate fair value due to their short-term nature. |
Revenue Recognition | Revenue Disaggregation of revenue The Company’s total net revenues by geographic region, based on the client’s physical location is presented in the following table: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Geographic Region Amount Percent Amount Percent Amount Percent Amount Percent Americas* $ 18,821 64.8 % $ 13,414 67.8 % $ 52,220 65.4 % $ 38,742 68.1 % Europe, Middle East and Africa (EMEA) 3,631 12.5 % 2,183 11.0 % 9,607 12.0 % 6,354 11.1 % Asia Pacific (APAC) 6,593 22.7 % 4,188 21.2 % 18,020 22.6 % 11,809 20.8 % Total net revenues $ 29,045 100.0 % $ 19,785 100.0 % $ 79,847 100.0 % $ 56,905 100.0 % *The Company’s total net revenues in the United States were $18.4 million and $13.3 million for the three months ended September 30, 2021 and 2020, respectively and were $51.0 million and $38.1 million for the nine months ended September 30, 2021 and 2020, respectively. |
Deferred offering costs | Deferred offering costs The Company capitalizes certain legal, accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of an equity financing, these costs are recorded in Members’ equity (deficit) as a reduction of equity generated as a result of the offering. Should the in-process equity financing be abandoned, the deferred offering costs will be expensed immediately as a charge to operating expenses in the condensed consolidated statement of operations. The Company had $4.4 million of deferred offering costs recorded within Prepaid expenses and other current assets as of September 30, 2021. |
Income Taxes | Income Taxes The Company has elected, under the Internal Revenue Code, to be taxed as a limited liability company. In lieu of corporate income taxes, each Member is taxed on their proportionate share of the Company’s taxable income. Therefore, no provision or liability for federal or state income taxes has been included in the condensed consolidated interim financial statements. |
Concentration of Risk | Concentration of Risk Deposits with Financial Institutions The Company has concentrated its credit risk for cash by maintaining deposits in several financial institutions, which may at times exceed amounts covered by insurance provided by the Federal Deposit Insurance Corporation (“FDIC”). The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk related to cash. |
Accounts Receivable | Accounts Receivable As of September 30, 2021, and December 31, 2020, no individual client represented more than 10% of accounts receivable. For the three and nine months ended September 30, 2021 and 2020, no individual client represented more than 10% of the Company’s total net revenues. As of September 30, 2021, and December 31, 2020, the allowance for doubtful accounts was $0.8 million and $0.7 million, respectively. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU 2016-02 , Leases Leases Codification Improvements to Topic 842, Leases Leases In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses Measurement of Credit Losses on Financial Instruments In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Softwar Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. Income Taxes Simplifying the Accounting for Income Taxes |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Schedule of total net revenues by geographic region | Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Geographic Region Amount Percent Amount Percent Amount Percent Amount Percent Americas* $ 18,821 64.8 % $ 13,414 67.8 % $ 52,220 65.4 % $ 38,742 68.1 % Europe, Middle East and Africa (EMEA) 3,631 12.5 % 2,183 11.0 % 9,607 12.0 % 6,354 11.1 % Asia Pacific (APAC) 6,593 22.7 % 4,188 21.2 % 18,020 22.6 % 11,809 20.8 % Total net revenues $ 29,045 100.0 % $ 19,785 100.0 % $ 79,847 100.0 % $ 56,905 100.0 % |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Property and Equipment, Net | |
Schedule of Property and equipment, net | Property and equipment, net consists of the following (in thousands): September 30, 2021 December 31, 2020 Computer equipment and software $ 13,094 $ 8,533 Software development costs 4,355 2,948 Leasehold improvements 1,942 1,406 Furniture and fixtures 540 671 Total property and equipment, cost 19,931 13,558 Less accumulated depreciation and amortization (7,433) (4,774) Total property and equipment, net $ 12,498 $ 8,784 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Schedule of accrued expenses and other current liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, 2021 December 31, 2020 Accrued compensation $ 6,172 $ 5,261 Accrued expenses 1,589 1,478 Accrued taxes 1,036 414 Accrued interest 171 218 Current portion of deferred rent — 29 Other current liabilities — 266 Total accrued expenses and other current liabilities $ 8,968 $ 7,666 |
Debt (Tables)
Debt (Tables) - Enfusion LLC | 9 Months Ended |
Sep. 30, 2021 | |
Debt | |
Schedule of components of debt obligations | The following table details the components of the Company’s debt obligations (in thousands): September 30, 2021 December 31, 2020 Term loan $ 98,750 $ 100,000 Less unamortized discount and issuance costs (1,215) (1,437) Term loan, net 97,535 98,563 Less current portion (5,000) (2,500) Long-term debt, net of unamortized discount and issuance costs $ 92,535 $ 96,063 |
Schedule of future minimum principal payments | As of September 30, Amount 2021 $ 1,250 2022 5,000 2023 5,000 2024 10,000 2025 77,500 Total $ 98,750 |
Preferred Units and Members' _2
Preferred Units and Members' Equity (Deficit) (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Enfusion LLC | |
Schedule of Preferred Units and Members' equity (deficit) | September 30, 2021 December 31, 2020 Ownership Carrying Ownership Carrying Unit Class Units Percentage Value Units Percentage Value Preferred Units: Class C-1 Units 28.777 28.28 % $ 8,901 28.777 28.28 % $ 6,434 Class C-2 Units 12.219 12.01 % 45,900 12.219 12.01 % 44,863 Class D Units 12.778 12.56 % 115,065 12.778 12.56 % 114,218 Total Preferred Units 53.774 52.85 % 169,866 53.774 52.85 % 165,515 Members’ equity (deficit): Class A Units 47.968 47.15 % (229,329) 47.968 47.15 % (233,347) Total Preferred Units and Members’ equity (deficit) 101.742 100.00 % $ (59,463) 101.742 100.00 % $ (67,832) |
Organization and Description _2
Organization and Description of Business (Details) - USD ($) $ / shares in Units, $ in Millions | Oct. 25, 2021 | Jun. 11, 2021 |
Issue price per share | $ 1 | |
Subsequent Event | Pre-IPO common unitholders | ||
Number of units acquired | 5,526,608 | |
Subsequent Event | Common Class A | IPO | ||
Stock issued (in shares) | 21,562,500 | |
Issue price per share | $ 17 | |
Net proceeds from IPO | $ 267.7 | |
Subsequent Event | Common Class A | IPO including over allotment option | ||
Stock issued (in shares) | 2,812,500 |
Principles of Consolidation a_2
Principles of Consolidation and Basis of Presentation (Details) | 9 Months Ended |
Sep. 30, 2021segment | |
Enfusion LLC | |
Number of operating segments | 1 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Enfusion LLC - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Impairment of long-lived assets | $ 0 | $ 0 | $ 0 | $ 0 | |
Provision for income tax | 0 | ||||
Allowance for doubtful accounts | 800 | 800 | $ 700 | ||
Prepaid Expenses and Other Current Assets | |||||
Deferred offering costs | $ 4,400 | $ 4,400 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Disaggregation of revenue (Details) - Enfusion LLC - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | $ 29,045 | $ 19,785 | $ 79,847 | $ 56,905 |
Percentage of total net revenues | 100.00% | 100.00% | 100.00% | 100.00% |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | $ 18,821 | $ 13,414 | $ 52,220 | $ 38,742 |
Percentage of total net revenues | 64.80% | 67.80% | 65.40% | 68.10% |
Europe, Middle East and Africa (EMEA) | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | $ 3,631 | $ 2,183 | $ 9,607 | $ 6,354 |
Percentage of total net revenues | 12.50% | 11.00% | 12.00% | 11.10% |
Asia Pacific (APAC) | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | $ 6,593 | $ 4,188 | $ 18,020 | $ 11,809 |
Percentage of total net revenues | 22.70% | 21.20% | 22.60% | 20.80% |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net revenues | $ 18,400 | $ 13,300 | $ 51,000 | $ 38,100 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - Enfusion LLC - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property and Equipment, Net | ||
Total property and equipment, cost | $ 19,931 | $ 13,558 |
Less accumulated depreciation and amortization | (7,433) | (4,774) |
Total property and equipment, net | 12,498 | 8,784 |
Computer equipment and software | ||
Property and Equipment, Net | ||
Total property and equipment, cost | 13,094 | 8,533 |
Software development costs | ||
Property and Equipment, Net | ||
Total property and equipment, cost | 4,355 | 2,948 |
Leasehold improvements | ||
Property and Equipment, Net | ||
Total property and equipment, cost | 1,942 | 1,406 |
Furniture and fixtures | ||
Property and Equipment, Net | ||
Total property and equipment, cost | $ 540 | $ 671 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - Enfusion LLC - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Property and Equipment, Net | |||||
Property and equipment, net | $ 12,498 | $ 12,498 | $ 8,784 | ||
Capitalized software development costs | 400 | $ 300 | 1,400 | $ 900 | |
Depreciation and amortization expense | 700 | 400 | 1,800 | 1,100 | |
Amortization expense related to software development costs | 300 | $ 200 | 900 | $ 500 | |
United States | |||||
Property and Equipment, Net | |||||
Property and equipment, net | $ 10,200 | $ 10,200 | $ 7,500 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Enfusion LLC - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Accrued compensation | $ 6,172 | $ 5,261 |
Accrued expenses | 1,589 | 1,478 |
Accrued taxes | 1,036 | 414 |
Accrued interest | 171 | 218 |
Current portion of deferred rent | 29 | |
Other current liabilities | 266 | |
Total accrued expenses and other current liabilities | $ 8,968 | $ 7,666 |
Debt - Components of debt oblig
Debt - Components of debt obligations (Details) - Enfusion LLC - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt | ||
Term loan | $ 98,750 | $ 100,000 |
Less unamortized discount and issuance costs | (1,215) | (1,437) |
Total | 97,535 | 98,563 |
Less current portion | (5,000) | (2,500) |
Long-term debt, net of discount and issuance costs | $ 92,535 | $ 96,063 |
Debt - Term Loan and Revolving
Debt - Term Loan and Revolving Debt (Details) - Enfusion LLC - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 17, 2020 | Sep. 24, 2020 | May 27, 2020 | Apr. 13, 2020 | Aug. 02, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Aug. 09, 2020 | Aug. 08, 2020 |
Debt | |||||||||||
Payment of member distributions | $ 3,283 | $ 4,592 | |||||||||
Principal amount of revolving debt facility | 1,800 | ||||||||||
Repayment of revolving debt principal | 1,800 | ||||||||||
Repayment of debt | $ 1,250 | $ 300 | |||||||||
Term Loan | Initial Credit Agreement | |||||||||||
Debt | |||||||||||
Principal amount | $ 30,000 | $ 30,000 | |||||||||
Payment of member distributions | 24,000 | ||||||||||
Quarterly principal payments | 75,000 | ||||||||||
Lender fees and issuance costs | $ 363 | ||||||||||
Amortization period of issuance cost | 5 years | ||||||||||
Term Loan | Second Amended Credit Agreement | |||||||||||
Debt | |||||||||||
Principal amount | 100,000 | ||||||||||
Payment of member distributions | 71,100 | ||||||||||
Quarterly principal payments | $ 1,250 | ||||||||||
Lender fees and issuance costs | 467 | ||||||||||
Lender fees and issuance costs, including costs paid to the lenders | $ 674 | ||||||||||
Amortization period of issuance cost | 5 years | ||||||||||
Effective rate | 5.25% | 5.25% | |||||||||
Term Loan | Second Amended Credit Agreement | Repayment Installment In March 31, 2024 | |||||||||||
Debt | |||||||||||
Quarterly principal payments | $ 2,500 | ||||||||||
Term Loan | Second Amended Credit Agreement | Minimum base rate | |||||||||||
Debt | |||||||||||
Interest rate | 4.25% | ||||||||||
Term Loan | Second Amended Credit Agreement | LIBOR rate | |||||||||||
Debt | |||||||||||
Interest rate | 1.00% | ||||||||||
Revolving Debt | Initial Credit Agreement | |||||||||||
Debt | |||||||||||
Maximum borrowing capacity | $ 2,000 | ||||||||||
Amortization period of issuance cost | 5 years | ||||||||||
Percentage of unused commitment fee | 0.50% | ||||||||||
Principal amount of revolving debt facility | $ 1,800 | ||||||||||
Effective rate | 4.738% | ||||||||||
Repayment of revolving debt principal | $ 1,800 | ||||||||||
Payment of accrued interest | $ 21 | ||||||||||
Revolving Debt | Initial Credit Agreement | Minimum base rate | |||||||||||
Debt | |||||||||||
Interest rate | 3.50% | ||||||||||
Revolving Debt | Initial Credit Agreement | LIBOR rate | |||||||||||
Debt | |||||||||||
Interest rate | 1.238% | ||||||||||
Revolving Debt | First Amended Credit Agreement | |||||||||||
Debt | |||||||||||
Maximum borrowing capacity | $ 5,000 | $ 2,000 | |||||||||
Revolving Debt | Second Amended Credit Agreement | |||||||||||
Debt | |||||||||||
Quarterly principal payments | 1,250 | ||||||||||
Amortization period of issuance cost | 5 years | ||||||||||
Repayment of debt | $ 1,250 | ||||||||||
Unused commitment amount | 4,800 | 4,800 | $ 4,800 | ||||||||
Letter of credit | Initial Credit Agreement | |||||||||||
Debt | |||||||||||
Maximum borrowing capacity | $ 2,000 | ||||||||||
Letter of credit | Second Amended Credit Agreement | |||||||||||
Debt | |||||||||||
Principal amount | $ 200 | $ 200 | $ 200 | ||||||||
Stated interest rate | 2.00% | 2.00% | 2.00% |
Debt - Future minimum principal
Debt - Future minimum principal payments (Details) - Enfusion LLC - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Remainder of 2021 | $ 1,250 | |
2022 | 5,000 | |
2023 | 5,000 | |
2024 | 10,000 | |
2025 | 77,500 | |
Total | $ 98,750 | $ 100,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Enfusion LLC - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Employee profit percentage | 2.00% | 2.00% |
Accrued Employee Net Profits | $ 332 | $ 128 |
Preferred Units and Members' _3
Preferred Units and Members' Equity (Deficit) (Details) - Enfusion LLC - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | ||
Preferred units, outstanding (in shares) | 53.774 | 53.774 |
Preferred units ownership percentage | 52.85% | 52.85% |
Preferred units carrying amount | $ 169,866 | $ 165,515 |
Total Preferred Units and Members' equity (deficit) , Outstanding (in shares) | 101.742 | 101.742 |
Total Preferred Units and Members' equity (deficit) ,Percentage | 100.00% | 100.00% |
Total Preferred Units and Members' equity (deficit) | $ (59,463) | $ (67,832) |
Preferred Units and Members' equity (deficit), Issued (in shares) | 101.742 | 101.742 |
Class C-1 Units | ||
Class of Stock [Line Items] | ||
Preferred units, outstanding (in shares) | 28.777 | 28.777 |
Preferred units ownership percentage | 28.28% | 28.28% |
Preferred units carrying amount | $ 8,901 | $ 6,434 |
Class C-2 Units | ||
Class of Stock [Line Items] | ||
Preferred units, outstanding (in shares) | 12.219 | 12.219 |
Preferred units ownership percentage | 12.01% | 12.01% |
Preferred units carrying amount | $ 45,900 | $ 44,863 |
Class D Units | ||
Class of Stock [Line Items] | ||
Preferred units, outstanding (in shares) | 12.778 | 12.778 |
Preferred units ownership percentage | 12.56% | 12.56% |
Preferred units carrying amount | $ 115,065 | $ 114,218 |
Class A Units | ||
Class of Stock [Line Items] | ||
Units outstanding (in share) | 47.968 | 47.968 |
Equity ownership percentage | 47.15% | 47.15% |
Carrying value of equity | $ (229,329) | $ (233,347) |
Management Incentive Plans (Det
Management Incentive Plans (Details) - $ / shares | 1 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Sep. 30, 2021 | Oct. 25, 2021 | Jun. 11, 2021 | |
Management Incentive Plans | ||||
Issue price per share | $ 1 | |||
Common Class A | Subsequent Event | ||||
Management Incentive Plans | ||||
Holders of vested award units | 15,535,715 | |||
Units vested | 1,749,227 | |||
Common Class A | IPO | Subsequent Event | ||||
Management Incentive Plans | ||||
Issue price per share | $ 17 | |||
Enfusion LLC | ||||
Management Incentive Plans | ||||
Expiration Period | 5 years | |||
Enfusion LLC | Common Class A | ||||
Management Incentive Plans | ||||
Vested (in years) | 1 year | |||
Enfusion LLC | Common Class A | Subsequent Event | ||||
Management Incentive Plans | ||||
Vested (in years) | 1 year | |||
Enfusion LLC | Maximum | Plan | ||||
Management Incentive Plans | ||||
Expiration Period | 5 years |
Subsequent Events (Details)_2
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions | Oct. 25, 2021 | Oct. 19, 2021 | Jun. 11, 2021 |
Subsequent Events | |||
Issue price per share | $ 1 | ||
Subsequent Event | IPO | Common Class A | |||
Subsequent Events | |||
Stock issued (in shares) | 21,562,500 | ||
Issue price per share | $ 17 | ||
Net proceeds from IPO | $ 267.7 | ||
Number of shares held by parent | 64,066,841 | ||
Subsequent Event | IPO including over allotment option | Common Class A | |||
Subsequent Events | |||
Stock issued (in shares) | 2,812,500 | ||
Enfusion LLC | Subsequent Event | IPO | Common Class A | |||
Subsequent Events | |||
Ownership Percentage | 56.70% | ||
Enfusion LLC | Subsequent Event | |||
Subsequent Events | |||
General corporate purpose and offering expenses | $ 65 | ||
Enfusion LLC | Subsequent Event | Credit Facility Agreement | |||
Subsequent Events | |||
Debt amount repaid | 98.8 | ||
Enfusion LLC | Subsequent Event | Common Class A | |||
Subsequent Events | |||
Payment to settle tax withholding obligations | $ 16 | ||
Enfusion LLC | Subsequent Event | IPO | |||
Subsequent Events | |||
Number of newly issued units acquired | 11,312,499 | ||
Enfusion LLC | Subsequent Event | IPO | Revolving Debt | |||
Subsequent Events | |||
Maximum borrowing capacity | $ 5 | ||
Enfusion LLC | Subsequent Event | IPO | Term Loan | |||
Subsequent Events | |||
Principal amount | $ 100 |