Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 30, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-40643 | |
Entity Registrant Name | Outbrain Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-5391629 | |
Entity Address, Address Line One | 111 West 19th Street, | |
Entity Address, City or Town | New York, | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10011 | |
City Area Code | (646) | |
Local Phone Number | 867-0149 | |
Title of 12(b) Security | Common stock, par value $0.001 per share | |
Trading Symbol | OB | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 51,152,134 | |
Entity Central Index Key | 0001454938 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 73,214 | $ 105,580 |
Short-term investments in marketable securities | 178,529 | 166,905 |
Accounts receivable, net of allowances | 181,482 | 181,258 |
Prepaid expenses and other current assets | 47,562 | 46,761 |
Total current assets | 480,787 | 500,504 |
Non-current assets: | ||
Long-term investments in marketable securities | 65,951 | 78,761 |
Total property, equipment and capitalized software, net | 40,366 | 39,890 |
Operating lease right-of-use assets, net | 11,381 | 11,065 |
Intangible assets, net | 22,983 | 24,574 |
Goodwill | 63,063 | 63,063 |
Deferred tax assets | 35,637 | 35,735 |
Other assets | 25,598 | 27,556 |
TOTAL ASSETS | 745,766 | 781,148 |
Current Liabilities: | ||
Accounts payable | 137,759 | 147,653 |
Accrued compensation and benefits | 16,185 | 19,662 |
Accrued and other current liabilities | 114,813 | 126,092 |
Deferred revenue | 6,456 | 6,698 |
Total current liabilities | 275,213 | 300,105 |
Non-current liabilities: | ||
Long-term debt | 236,000 | 236,000 |
Operating lease liabilities, non-current | 8,890 | 8,445 |
Other liabilities | 17,742 | 18,812 |
TOTAL LIABILITIES | 537,845 | 563,362 |
Commitments and Contingencies (Note 11) | ||
STOCKHOLDERS’ EQUITY: | ||
Common stock, par value of $0.001 per share − one billion shares authorized, 60,456,489 shares issued and 51,146,939 shares outstanding as of March 31, 2023; one billion shares authorized, 60,175,020 shares issued and 52,226,745 shares outstanding as of December 31, 2022. | 60 | 60 |
Preferred stock, par value of $0.001 per share − 100,000,000 shares authorized, none issued and outstanding as of March 31, 2023 and December 31, 2022 | 0 | 0 |
Additional paid-in capital | 458,726 | 455,831 |
Treasury stock, at cost − 9,309,550 shares as of March 31, 2023 and 7,948,275 shares as of December 31, 2022 | (55,523) | (49,168) |
Accumulated other comprehensive loss | (10,713) | (9,913) |
Accumulated deficit | (184,629) | (179,024) |
TOTAL STOCKHOLDERS’ EQUITY | 207,921 | 217,786 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 745,766 | $ 781,148 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 60,456,489 | 60,175,020 |
Common stock, shares outstanding (in shares) | 51,146,939 | 52,226,745 |
Preferred stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Treasury stock, shares (in shares) | 9,309,550 | 7,948,275 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Revenue | $ 231,774 | $ 254,216 |
Cost of revenue: | ||
Traffic acquisition costs | 179,576 | 190,696 |
Other cost of revenue | 11,043 | 9,589 |
Total cost of revenue | 190,619 | 200,285 |
Gross profit | 41,155 | 53,931 |
Operating expenses: | ||
Research and development | 9,311 | 10,428 |
Sales and marketing | 25,748 | 27,395 |
General and administrative | 15,406 | 16,034 |
Total operating expenses | 50,465 | 53,857 |
(Loss) income from operations | (9,310) | 74 |
Other income (expense), net: | ||
Interest expense | (1,867) | (1,871) |
Interest income and other (expense) income, net | 3,860 | (1,081) |
Total other income (expense), net | 1,993 | (2,952) |
Loss before benefit from income taxes | (7,317) | (2,878) |
Benefit from income taxes | (1,712) | (988) |
Net loss | $ (5,605) | $ (1,890) |
Weighted average shares outstanding: | ||
Basic (in shares) | 51,435,289 | 57,237,012 |
Diluted (in shares) | 51,435,289 | 57,237,012 |
Net loss per common share: | ||
Basic (in usd per share) | $ (0.11) | $ (0.03) |
Diluted (in usd per share) | $ (0.11) | $ (0.03) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (5,605) | $ (1,890) |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustments | (1,220) | (741) |
Unrealized gains on available-for-sale investments in debt securities (net of tax of $123 for the three months ended March 31, 2023) | 420 | 0 |
Total other comprehensive loss | (800) | (741) |
Comprehensive loss | $ (6,405) | $ (2,631) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Loss (Parenthetical) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Statement of Comprehensive Income [Abstract] | |
Tax on unrealized gains | $ 123 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Treasury Stock | Total accumulated other comprehensive loss | Accumulated Deficit |
Balance - beginning of period (in shares) at Dec. 31, 2021 | 58,015,075 | |||||
Balance - beginning of period at Dec. 31, 2021 | $ 256,775 | $ 58 | $ 434,945 | $ (16,504) | $ (4,474) | $ (157,250) |
Treasury stock, beginning balance (in shares) at Dec. 31, 2021 | (1,313,681) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Vesting of restricted stock units (in shares) | 211,713 | 22,499 | ||||
Vesting of restricted stock units, net of shares withheld for taxes | (293) | $ (293) | ||||
Acquisition consideration (in shares) | 355,786 | |||||
Acquisition stock consideration | 4,190 | 4,190 | ||||
Stock-based compensation | 2,810 | 2,810 | ||||
Other comprehensive (loss) income, net of tax | (741) | (741) | ||||
Net loss | (1,890) | (1,890) | ||||
Exercise of employee stock options, warrants and restricted stock awards, net of shares withheld for taxes (in shares) | (411,855) | (95,138) | ||||
Exercise of employee stock options, warrants and restricted stock awards, net of shares withheld for taxes | 849 | $ 1 | 2,273 | $ (1,425) | ||
Balance - end of period (in shares) at Mar. 31, 2022 | 58,994,429 | |||||
Treasury stock, ending balance (in shares) at Mar. 31, 2022 | (1,431,318) | |||||
Balance - end of period at Mar. 31, 2022 | $ 261,700 | $ 59 | 444,218 | $ (18,222) | (5,215) | (159,140) |
Balance - beginning of period (in shares) at Dec. 31, 2022 | 52,226,745 | 60,175,020 | ||||
Balance - beginning of period at Dec. 31, 2022 | $ 217,786 | $ 60 | 455,831 | $ (49,168) | (9,913) | (179,024) |
Treasury stock, beginning balance (in shares) at Dec. 31, 2022 | (7,948,275) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Vesting of restricted stock units (in shares) | 281,469 | 48,202 | ||||
Vesting of restricted stock units, net of shares withheld for taxes | (213) | $ (213) | ||||
Shares repurchased under the share repurchase program (in shares) | (1,313,073) | |||||
Shares repurchased under the share repurchase program | (6,142) | $ (6,142) | ||||
Stock-based compensation | 2,895 | 2,895 | ||||
Other comprehensive (loss) income, net of tax | (800) | (800) | ||||
Net loss | $ (5,605) | (5,605) | ||||
Balance - end of period (in shares) at Mar. 31, 2023 | 51,146,939 | 60,456,489 | ||||
Treasury stock, ending balance (in shares) at Mar. 31, 2023 | (9,309,550) | |||||
Balance - end of period at Mar. 31, 2023 | $ 207,921 | $ 60 | $ 458,726 | $ (55,523) | $ (10,713) | $ (184,629) |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (5,605) | $ (1,890) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization of property and equipment | 1,704 | 2,404 |
Amortization of capitalized software development costs | 2,641 | 2,295 |
Amortization of intangible assets | 1,596 | 1,569 |
Amortization of discount on marketable securities | (1,241) | 0 |
Stock-based compensation | 2,611 | 2,733 |
Non-cash operating lease expense | 1,146 | 1,168 |
Provision for credit losses | 2,639 | (249) |
Deferred income taxes | (437) | (340) |
Other | (1,054) | 1,054 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,478) | 15,885 |
Prepaid expenses and other current assets | 4,598 | 1,418 |
Accounts payable and other current liabilities | (28,017) | (31,121) |
Operating lease liabilities | (1,138) | (1,097) |
Deferred revenue | (317) | 1,659 |
Other non-current assets and liabilities | 1,874 | 1,871 |
Net cash used in operating activities | (20,478) | (2,641) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of a business, net of cash acquired | (285) | (34,524) |
Purchases of property and equipment | (3,749) | (2,809) |
Capitalized software development costs | (2,853) | (3,445) |
Purchases of marketable securities | (32,762) | 0 |
Proceeds from maturities of marketable securities | 35,615 | 0 |
Other | (5) | 14 |
Net cash used in investing activities | (4,039) | (40,764) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from exercise of common stock options and warrants | 0 | 2,274 |
Treasury stock repurchases and share withholdings on vested awards | (6,355) | (1,718) |
Principal payments on finance lease obligations | (509) | (1,014) |
Payment of contingent consideration liability up to acquisition-date fair value | (547) | 0 |
Net cash used in financing activities | (7,411) | (458) |
Effect of exchange rate changes | (436) | (663) |
Net decrease in cash, cash equivalents and restricted cash | (32,364) | (44,526) |
Cash, cash equivalents and restricted cash — Beginning | 105,765 | 455,592 |
Cash, cash equivalents and restricted cash — Ending | 73,401 | 411,066 |
RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH TO THE CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Cash and cash equivalents | 73,214 | 410,875 |
Restricted cash, included in other assets | 187 | 191 |
Total cash, cash equivalents, and restricted cash | 73,401 | 411,066 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for income taxes, net of refunds | 2,313 | 2,393 |
Cash paid for interest | 3,581 | 3,606 |
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES: | ||
Stock consideration issued for acquisition of a business | 0 | 4,190 |
Purchases of property and equipment included in accounts payable | 820 | 13 |
Operating lease right-of-use assets obtained in exchange for lease obligations | 1,339 | 447 |
Acquisition consideration payable | 285 | 11,483 |
Stock-based compensation capitalized for software development costs | 284 | 77 |
Unpaid deferred financing costs in accounts payable and accrued expenses | $ 0 | $ 42 |
Organization, Description of Bu
Organization, Description of Business and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Description of Business and Summary of Significant Accounting Policies | Organization, Description of Business and Summary of Significant Accounting Policies Organization and Description of Business Outbrain Inc., together with its subsidiaries (“Outbrain,” the “Company,” “we,” “our” or “us”), was incorporated in August 2006 in Delaware. The Company is headquartered in New York, New York with various wholly-owned subsidiaries, including in Israel, Europe and Asia. In connection with the Company’s initial public offering (“IPO”), its common stock began trading on The Nasdaq Stock Market LLC (“Nasdaq”) on July 23, 2021 under the “OB” ticker symbol. Outbrain is a leading recommendation platform powering the open web. The Company’s platform provides personalized recommendations that appear as links to content, advertisements and videos on media owners’ online properties. The Company generates revenue from marketers through user engagements with promoted recommendations that it delivers across a variety of third-party media owners’ online properties. The Company pays traffic acquisition costs to its media owner partners on whose digital properties the recommendations are shown. The Company’s advertiser solutions are mainly priced using a performance-based model based on the actual number of engagements generated by users, which is highly dependent on its ability to generate trustworthy and interesting recommendations to individual users based on its proprietary algorithms. A portion of the Company’s revenue is generated through advertisers participating in programmatic auctions wherein the pricing is determined by the auction results and not dependent on user engagement. Basis of Presentation The accompanying condensed consolidated financial statements were prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and are unaudited. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Accordingly, these condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission on March 15, 2023 (“2022 Form 10-K”). Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and related disclosures as of the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates and judgments are based on historical information and on various other assumptions that the Company believes are reasonable under the circumstances. Estimates and assumptions made in the accompanying condensed consolidated financial statements include, but are not limited to, the allowance for credit losses, sales allowance, software development costs eligible for capitalization, valuation of deferred tax assets, the useful lives of property and equipment, the useful lives and fair value of intangible assets, valuation of goodwill, the fair value of stock-based awards, and the recognition and measurement of income tax uncertainties and other contingencies. Actual results could differ materially from these estimates. Reclassifications Certain reclassifications have been made to the prior periods’ financial information in order to conform to the current period’s presentation. Cash and Cash Equivalents and Investments The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist of cash on hand and highly liquid investments in money market funds, U.S. government bonds and commercial paper. Most of our cash deposits are above the $250,000 Federal Deposit Insurance Corporation (“FDIC”) limit and, therefore, not insured. The Company’s investments in debt securities are classified as available-for-sale and are recorded at fair value. The Company classifies its investments in debt securities as short-term or long-term, based on each security’s maturity date. Unrealized gains and losses on available-for-sale securities are recognized in other comprehensive (loss) income (“OCI”), net of taxes. Restricted Cash Restricted cash represents security deposits for facility leases and is included in other assets in the accompanying condensed consolidated balance sheets. Certain Risks and Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, restricted cash, and accounts receivable. The Company’s cash and cash equivalents and restricted cash are generally invested in high-credit quality financial instruments with both banks and financial institutions to reduce the amount of exposure to any single financial institution. The Company generally does not require collateral to secure accounts receivable. No single marketer accounted for 10% or more of the Company’s total revenue for the three months ended March 31, 2023 or March 31, 2022, or 10% or more of its gross accounts receivable balance as of March 31, 2023 and 2022. During the three months ended March 31, 2023, none of the Company’s media owners accounted for 10% of its total traffic acquisition costs. During the three months ended March 31, 2022, one media owner accounted for 10% of the Company’s total traffic acquisition costs. Segment Information The Company has one operating and reporting segment. The Company’s chief operating decision maker is its Co-Chief Executive Officer who makes resource allocation decisions and assesses performance based on financial information presented on a consolidated basis. New Accounting Pronouncements Under the JOBS Act, the Company meets the definition of an emerging growth company and can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the Company is no longer an emerging growth company or until the Company affirmatively and irrevocably opts out of the extended transition period. Recently Issued Accounting Pronouncements The Company has considered all new accounting pronouncements and has concluded that based on the current information, there are no new pronouncements that are expected to have a material impact on its results of operations, financial condition, or cash flows. See Note 1 to the Company’s audited consolidated financial statements for the year ended December 31, 2022 in the Company’s 2022 Form 10-K for a complete disclosure of the Company’s significant accounting policies. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The following table presents total revenue based on where the Company’s marketers are physically located: Three Months Ended March 31, 2023 2022 (In thousands) USA $ 72,216 $ 85,577 Europe, the Middle East, and Africa (EMEA) 133,754 139,675 Other 25,804 28,964 Total revenue $ 231,774 $ 254,216 Contract Balances. There were no contract assets as of March 31, 2023 or December 31, 2022. Contract liabilities primarily relate to advance payments and consideration received from customers. As of March 31, 2023 and December 31, 2022, the Company’s contract liabilities were recorded as deferred revenue in its condensed consolidated balance sheets. |
Acquisition
Acquisition | 3 Months Ended |
Mar. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition | Acquisition O n January 5, 2022, the Company acquired all of the outstanding shares of video intelligence AG (“vi”), a Swiss-based contextual video technology company for digital media owners, for an aggregate purchase price of approximately $54.2 million, which was paid in the form of cash and Outbrain common stock. The equity portion of the purchase price was comprised of 355,786 shares of the Company’s common stock with a fair value of $4.2 million. The first installment of $37.3 million in cash and the equity portion were paid at closing, an additional $10.6 million was paid in the third quarter of 2022, and $1.2 million was paid in the first quarter of 2023. The consideration paid during the first quarter of 2023 included $0.9 million of contingent consideration, $0.5 million of which was recognized on the acquisition date, and $0.4 million recorded as a fair value adjustment in the Company’s consolidated statement of operations for the year ended December 31, 2022, based on the market price of the Company’s stock determined one year from closing. T his acquisition expanded the Company’s video product offerings to include in-stream high-quality video content, delivering a better user experience and more value to its advertisers. This acquisition was accounted for as a business combination under the acquisition method of accounting and the results of operations of vi have been included in the Company’s results of operations since January 5, 2022. The Company incurred transact ion costs relating to the vi acquisition of $0.2 million, which were included in general and administrative expenses in the Company’s condensed consolidated statement of operations for the three months ended March 31, 2022. |
Investments in Marketable Secur
Investments in Marketable Securities | 3 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Marketable Securities | Investments in Marketable Securities All of the Company’s debt securities are classified as available-for-sale. The Company’s cash equivalents and investments as of March 31, 2023 and December 31, 2022 consisted of the following: March 31, 2023 (In thousands) Fair Value Level Amortized cost (1) Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash Equivalents Short-term investments Long-term investments Money market funds 1 $ 31,566 $ — $ — $ 31,566 $ 31,566 $ — $ — U.S. Treasuries 2 23,825 — (209) 23,616 — 19,759 3,857 U.S. government bonds 2 76,932 3 (620) 76,315 — 60,013 16,302 Commercial paper 2 43,700 — (98) 43,602 — 43,602 — U.S. Corporate bonds 2 101,519 49 (621) 100,947 — 55,155 45,792 Total cash equivalents and investments $ 277,542 $ 52 $ (1,548) $ 276,046 $ 31,566 $ 178,529 $ 65,951 December 31, 2022 (In thousands) Fair Value Level Amortized cost (1) Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash Equivalents Short-term investments Long-term investments Money market funds 1 $ 39,198 $ — $ — $ 39,198 $ 39,198 $ — $ — U.S. Treasuries 2 31,721 — (317) 31,404 — 23,701 7,703 U.S. government bonds 2 77,259 — (899) 76,360 — 52,254 24,106 Commercial paper 2 43,126 3 (161) 42,968 — 42,968 — U.S. Corporate bonds 2 95,599 29 (694) 94,934 — 47,982 46,952 Total cash equivalents and investments $ 286,903 $ 32 $ (2,071) $ 284,864 $ 39,198 $ 166,905 $ 78,761 ___________________________ (1) The amortized cost of debt securities excludes accrued interest of $1.1 million and $1.0 million, respectively, as of March 31, 2023 and December 31, 2022. The total estimated fair value of debt securities in an unrealized loss position as of March 31, 2023 was $225.8 million, all of which has been in an unrealized loss position for less than twelve months. The aggregate amount of unrealized losses as of March 31, 2023 was $1.5 million. The total estimated fair value of debt securities in an unrealized gain position is $18.7 million. For marketable securities with unrealized loss positions, as of March 31, 2023, the Company did not intend to sell these securities and it was more likely than not that the Company will hold these securities until maturity or a recovery of the cost basis. No allowance for credit losses was recorded for these securities as of March 31, 2023 and December 31, 2022 . The following table shows the fair value of the Company’s available-for-sale securities by contractual maturity: March 31, 2023 (In thousands) Within 1 year $ 210,095 After 1 year through 2 years 65,951 Total fair value $ 276,046 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The Company’s goodwill balance as of March 31, 2023 and December 31, 2022 was $63.1 million. The Company has not recorded any accumulated impairments of goodwill. The gross carrying amount and accumulated amortization of the Company’s intangible assets are as follows: March 31, 2023 Weighted Average Amortization Gross Value Accumulated Amortization Net Carrying Value (In thousands) Developed technology 8.0 years $ 18,411 $ (9,964) $ 8,447 Customer relationships 5.0 years 5,915 (5,364) 551 Publisher relationships 8.0 years 18,859 (9,738) 9,121 Trade names 8.8 years 5,303 (1,307) 3,996 Content provider relationships 5.0 years 284 (70) 214 Other 15.8 years 894 (240) 654 Total intangible assets, net $ 49,666 $ (26,683) $ 22,983 December 31, 2022 Weighted Average Amortization Gross Value Accumulated Amortization Net Carrying Value (In thousands) Developed technology 5.8 years $ 18,411 $ (9,652) $ 8,759 Customer relationships 4.1 years 5,856 (5,022) 834 Publisher relationships 6.3 years 18,738 (8,782) 9,956 Trade names 8.7 years 5,279 (1,143) 4,136 Content provider relationships 5.0 years 284 (56) 228 Other 15.8 years 888 (227) 661 Total intangible assets, net $ 49,456 $ (24,882) $ 24,574 No impairment charges were recorded for the Company’s intangible assets subject to amortization during the three months ended March 31, 2023 and 2022. As of March 31, 2023, estimated amortization related to the Company’s identifiable acquisition-related intangible assets in future periods was as follows: Amount (In thousands) Remainder of 2023 $ 2,600 2024 3,466 2025 3,466 2026 3,466 2027 3,116 Thereafter 6,869 Total $ 22,983 |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Accounts Receivable and Allowance for Credit Losses Accounts receivable, net of allowance for credit losses consists of the following: March 31, 2023 December 31, 2022 (In thousands) Accounts receivable $ 188,934 $ 186,770 Allowance for credit losses (7,452) (5,512) Accounts receivable, net of allowance for credit losses $ 181,482 $ 181,258 The allowance for credit losses consists of the following activity: Three Months Ended March 31, 2023 Year Ended December 31, 2022 (In thousands) Allowance for credit losses, beginning balance $ 5,512 $ 4,402 Provision for credit losses, net of recoveries 2,794 3,227 Write-offs (854) (2,117) Allowance for credit losses, ending balance $ 7,452 $ 5,512 Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consists of the following: March 31, 2023 December 31, 2022 (In thousands) Prepaid traffic acquisition costs $ 25,702 $ 23,149 Prepaid taxes 10,507 15,280 Prepaid software licenses 3,675 2,465 Prepaid insurance 1,361 1,503 Other prepaid expenses and other current assets 6,317 4,364 Total prepaid expenses and other current assets $ 47,562 $ 46,761 Property, Equipment and Capitalized Software, Net Property, equipment and capitalized software, net consists of the following: March 31, 2023 December 31, 2022 (In thousands) Computer and equipment $ 61,106 $ 59,536 Capitalized software development costs 70,836 67,685 Software 3,124 3,113 Leasehold improvements 3,001 2,859 Furniture and fixtures 1,168 1,177 Property, equipment, and capitalized software, gross 139,235 134,370 Less: accumulated depreciation and amortization (98,869) (94,480) Total property, equipment and capitalized software, net $ 40,366 $ 39,890 Accrued and Other Current Liabilities Accrued and other current liabilities consist of the following: March 31, 2023 December 31, 2022 (In thousands) Accrued traffic acquisition costs $ 70,003 $ 73,396 Accrued agency commissions 14,180 13,451 Accrued tax liabilities 9,974 15,013 Accrued professional fees 5,071 4,915 Operating lease obligations, current 3,113 3,236 Finance lease obligations, current 1,517 1,758 Interest payable 1,333 3,074 Other 9,622 11,249 Total accrued and other current liabilities $ 114,813 $ 126,092 In addition to accrued traffic acquisition costs, accounts payable includes $129.2 million and $136.8 million of traffic acquisition costs as of March 31, 2023 and December 31, 2022, respectively. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company’s financial instruments include restricted time deposits, severance pay fund deposits and foreign currency forward contracts. The Company determines the fair value of its financial instruments based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the Company uses the fair value hierarchy described below to distinguish between observable and unobservable inputs: Level I — Valuations based on quoted prices in active markets for identical assets and liabilities at the measurement date; Level II — Valuations based on quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be principally corroborated by observable market data for substantially the full term of the related assets or liabilities; and Level III — Valuations based on unobservable inputs that are significant to the measurement of the fair value of the assets or liabilities that are supported by little or no market data. The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy: March 31, 2023 Level I Level II Level III Total (In thousands) Financial Assets: Cash equivalents and investments (1) $ 31,566 $ 244,480 $ — $ 276,046 Restricted time deposit (2) — 187 — 187 Severance pay fund deposits (2) — 5,066 — 5,066 Foreign currency forward contract (3) — 610 — 610 Total financial assets $ 31,566 $ 250,343 $ — $ 281,909 Financial Liabilities: Foreign currency forward contract (4) — 1,165 — 1,165 Total financial liabilities $ — $ 1,165 $ — $ 1,165 December 31, 2022 Level I Level II Level III Total (In thousands) Financial Assets: Cash equivalents and investments (1) $ 39,198 $ 245,666 $ — $ 284,864 Restricted time deposit (2) — 185 — 185 Severance pay fund deposits (2) — 5,378 — 5,378 Foreign currency forward contract (3) — 726 — 726 Total financial assets $ 39,198 $ 251,955 $ — $ 291,153 Financial Liabilities: Foreign currency forward contract (4) — 1,463 — 1,463 Total financial liabilities $ — $ 1,463 $ — $ 1,463 _____________________ (1) Money market securities are valued using Level I of the fair value hierarchy, while the fair values of U.S. Treasuries, government bonds, commercial paper, corporate bonds and municipal bonds are considered Level II and are obtained from independent pricing services, which may use various methods, including quoted prices for identical or similar securities in active and inactive markets. See Note 4 for additional detail of the Company’s fixed income securities by balance sheet location. (2) Recorded within other assets. (3) Recorded within prepaid expenses and other current assets. (4) Recorded within accrued and other current liabilities. The Company records the fair values of the assets and liabilities relating to its undesignated foreign currency forward contracts on a gross basis in its condensed consolidated balance sheets, as they are not subject to master netting arrangements. There is no cash collateral required to be pledged by the Company or its counterparties. The Company enters into foreign currency forward exchange contracts to manage the effects of fluctuations in foreign currency exchange rates on its net cash flows from non-U.S. dollar denominated operations. By entering into foreign currency forward contracts, the Company is exposed to a potential credit risk that the counterparty to its contracts will fail to meet its contractual obligations. If a counterparty fails to perform, the Company’s maximum credit risk exposure would be the positive fair value of the foreign currency forward contracts, or any asset balance, which represents the amount the counterparty owes to the Company. In order to mitigate the counterparty risk, the Company performs an evaluation of its counterparty credit worthiness, and its forward contracts have a term of no more than 12 months. The Company had foreign currency forward contracts with Silicon Valley Bank (“SVB”), which was closed by the California regulators on March 10, 2023. On March 12, 2023, the Department of the Treasury, Federal Reserve and the FDIC approved actions enabling the FDIC to complete its resolution of SVB in a manner that fully protects all depositors and converted SVB to Silicon Valley Bridge Bank, N.A. On March 27, 2023, First-Citizens Bank & Trust Company (“First Citizens Bank”) entered into an agreement with the FDIC to acquire the Silicon Valley Bridge Bank, N.A and the Company’s existing foreign currency forward contracts were assumed by the First Citizens Bank. Therefore, the Company does not anticipate any nonperformance under its foreign currency forward contracts. During the three months ended March 31, 2023 and 2022, the Company recognized net losses of $0.1 million and $0.7 million, respectively, within interest income and other income (expense), net in its condensed consolidated statements of operations, related to mark-to-market adjustments on its undesignated foreign currency forward contracts. The Company’s 2.95% Convertible Senior Notes due 2026 (“Convertible Notes”) are recorded within long-term debt in its condensed consolidated balance sheets at their carrying value, which may differ from their fair value. The fair value of Convertible Notes is estimated using external pricing data, including any available market data for other debt instruments with similar characteristics. The following table summarizes the carrying value and the estimated fair value of the Company’s Convertible Notes, based on Level II measurements of the fair value hierarchy: March 31, 2023 December 31, 2022 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value (In thousands) Convertible Notes $ 236,000 $ 180,446 $ 236,000 $ 180,752 See Note 15 for information regarding partial redemption of the Convertible Notes in April 2023. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company leases certain equipment and computers under finance lease arrangements, as well as office facilities and managed data center facilities under non-cancelable operating lease arrangements for its U.S. and international locations that expire on various dates through 2032. The following table summarizes assets and liabilities related to the Company’s operating and finance leases: Condensed Consolidated Balance Sheets Location March 31, 2023 December 31, 2022 (In thousands) Lease assets: Operating leases Operating lease right-of-use assets, net $ 11,381 $ 11,065 Finance leases Property, equipment and capitalized software, net 1,394 1,858 Total lease assets $ 12,775 $ 12,923 Lease liabilities: Current liabilities: Operating leases Accrued and other current liabilities $ 3,113 $ 3,236 Finance leases Accrued and other current liabilities 1,517 1,758 Non-current liabilities: Operating leases Operating lease liabilities, non-current 8,890 8,445 Finance leases Other liabilities 6 254 Total lease liabilities $ 13,526 $ 13,693 The following table presents the components of the Company’s total lease expense: Three Months Ended March 31, Condensed Consolidated Statements of Operations Location 2023 2022 (In thousands) Operating lease cost Fixed lease costs Cost of revenue and operating expenses $ 1,146 $ 1,168 Variable lease costs Operating Expenses 32 30 Short-term lease costs Cost of revenue and operating expenses 139 140 Finance lease cost: Depreciation Cost of revenue 464 943 Interest Interest expense 34 88 Total lease cost $ 1,815 $ 2,369 |
Leases | Leases The Company leases certain equipment and computers under finance lease arrangements, as well as office facilities and managed data center facilities under non-cancelable operating lease arrangements for its U.S. and international locations that expire on various dates through 2032. The following table summarizes assets and liabilities related to the Company’s operating and finance leases: Condensed Consolidated Balance Sheets Location March 31, 2023 December 31, 2022 (In thousands) Lease assets: Operating leases Operating lease right-of-use assets, net $ 11,381 $ 11,065 Finance leases Property, equipment and capitalized software, net 1,394 1,858 Total lease assets $ 12,775 $ 12,923 Lease liabilities: Current liabilities: Operating leases Accrued and other current liabilities $ 3,113 $ 3,236 Finance leases Accrued and other current liabilities 1,517 1,758 Non-current liabilities: Operating leases Operating lease liabilities, non-current 8,890 8,445 Finance leases Other liabilities 6 254 Total lease liabilities $ 13,526 $ 13,693 The following table presents the components of the Company’s total lease expense: Three Months Ended March 31, Condensed Consolidated Statements of Operations Location 2023 2022 (In thousands) Operating lease cost Fixed lease costs Cost of revenue and operating expenses $ 1,146 $ 1,168 Variable lease costs Operating Expenses 32 30 Short-term lease costs Cost of revenue and operating expenses 139 140 Finance lease cost: Depreciation Cost of revenue 464 943 Interest Interest expense 34 88 Total lease cost $ 1,815 $ 2,369 |
Long Term Debt
Long Term Debt | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long Term Debt | Long-Term Debt Convertible Notes On July 27, 2021, in connection with the closing of the Company’s IPO and pursuant to the terms of the Note Purchase Agreement, the Company exchanged $200 million aggregate principal amount of the Notes due July 1, 2026 for $236.0 million aggregate principal amount of Convertible Notes, pursuant to an indenture, dated as of July 27, 2021 (the “Indenture”), between the Company and The Bank of New York Mellon, as trustee. The Convertible Notes will mature on July 27, 2026, unless earlier converted, redeemed, or repurchased. Interest on the Convertible Notes is payable semi-annually in arrears on January 27 and July 27 of each year, beginning on January 27, 2022, at a rate of 2.95% per year. The initial conversion rate for the Convertible Notes is 40 shares of the Company’s common stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of $25 per share of the Company’s common stock), subject to adjustment. The Company may not redeem the Convertible Notes prior to July 27, 2024. On or after July 27, 2024, the Company may redeem for cash all or any portion of the Convertible Notes, at its option, if the last reported sale price of the common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Convertible Notes to be redeemed plus accrued and unpaid interest to, but excluding, the redemption date. In addition, calling any Convertible Note for redemption will constitute a “make-whole fundamental change” (as defined in the Indenture) with respect to that Convertible Note, in which case the conversion rate applicable to the conversion of that Convertible Note will be increased if it is converted by holders after it is called for redemption. Holders may convert all or any portion of their Convertible Notes, in multiples of $1,000 principal amount, into shares of the Company’s common stock at any time until the second scheduled trading day immediately preceding the maturity date, at the conversion rate then in effect. The Company will settle conversions of the Convertible Notes by paying or delivering, as the case may be, cash, shares of common stock, or a combination thereof, at its election. Upon the occurrence of a fundamental change (as defined in the Indenture), subject to certain conditions, holders of the Convertible Notes may require the Company to repurchase for cash all or any portion of their Convertible Notes in principal amounts of $1,000 or an integral multiple thereof, at a repurchase price of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. In addition, following certain corporate events that occur prior to the maturity date or if the Company delivers a notice of redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event or convert its Convertible Notes called for redemption during the related redemption period, as the case may be. The Indenture contains customary covenants and events of default. The Company was not required to bifurcate the embedded conversion feature and the Convertible Notes were not issued with a substantial premium. As such, the Company accounted for the Convertible Notes as a liability under the no proceeds allocated model. The Company calculates earnings per share using the if-converted method. See Note 15 for information regarding partial redemption of the Convertible Notes in April 2023. Revolving Credit Facility On November 2, 2021, the Company entered into the Second Amended and Restated Loan and Security Agreement with SVB (the “2021 Revolving Credit Facility”), which provides, subject to borrowing availability and certain other conditions, for revolving loans in an aggregate principal amount of up to $75.0 million (the “Facility”), with a $15.0 million sub-facility for letters of credit. The Company’s borrowing availability under the Facility is calculated by reference to a borrowing base which is determined by specified percentages of eligible accounts receivable. The Facility will terminate on the earlier of (i) November 2, 2026 or (ii) 120 days prior to the maturity date of the Company’s 2.95% Convertible Senior Notes due 2026, unless the Convertible Notes have been converted to common equity securities of the Company. Outstanding loans under the Facility accrue interest, at the Company’s option, at a rate equal to either (a) a base rate minus an applicable margin ranging from 1.5% to 1.0% per annum or (b) LIBOR plus an applicable margin of 1.5% to 2.0% per annum, in each case based upon borrowing availability under the Facility. The undrawn portions of the commitments under the Facility are subject to a commitment fee at a rate ranging from 0.20% per annum to 0.30% per annum, based upon borrowing availability under the Facility. The 2021 Revolving Credit Facility contains representations and warranties, including, without limitation, with respect to collateral; accounts receivable; financials; litigation, indictment and compliance with laws; disclosure and no material adverse effect, each of which is a condition to funding. Additionally, the 2021 Revolving Credit Facility includes events of default and customary affirmative and negative covenants applicable to the Company and its subsidiaries, including, without limitation, restrictions on liens, indebtedness, investments, fundamental changes, dispositions, restricted payments, and prepayment of the Convertible Notes and of junior indebtedness. The 2021 Revolving Credit Facility contains a financial covenant that requires, in the event that credit extensions under the Facility equal or exceed 85% of the available commitments under the Facility or upon the occurrence of an event of default, the Company to maintain a minimum consolidated monthly fixed charge coverage ratio of 1.00. The obligations of the Company, and the other subsidiary co-borrowers under the 2021 Revolving Credit Facility are secured by a first-priority lien on substantially all the assets of the Company and such other subsidiary co-borrowers. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s interim (benefit) provision from income taxes is determined based on its annual estimated effective tax rate, applied to the actual year-to-date income, and adjusted for the tax effects of any discrete items. The Company’s effective tax rates for the three months ended March 31, 2023 and 2022 were 23.4% and 34.3%, respectively. The Company’s effective tax rate for the three months ended March 31, 2023 was higher than the United States federal statutory tax rate of 21%, primarily due to certain non-deductible stock-based compensation expenses partially offset by a deduction related to foreign-derived intangible income. The Company’s effective tax rate for the three months ended March 31, 2022 was higher than the United States federal statutory tax rate of 21%, primarily due to the inclusion of foreign subsidiaries’ income in the U.S., as well as due to certain non-deductible stock-based compensation expenses. On August 16, 2022, the U.S. enacted the Inflation Reduction Act of 2022, which among other things implements a 15% minimum tax on adjusted financial statement income of certain large corporations and a 1% excise tax on net stock repurchases. Based on the Company’s current level of income and share repurchase program, this legislation is not expected to have a material impact on its consolidated financial statements. In addition, a provision enacted as part of the 2017 Tax Cuts & Jobs Act requires companies to capitalize certain research and experimental expenditures for tax purposes in tax years beginning after December 31, 2021. As a result, the Company expects to utilize a substantial portion of its federal net operating loss carryforwards in 2023. |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings and Other Matters From time to time, the Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. In addition, the Company may receive letters alleging infringement of patent or other intellectual property rights. The Company is not currently a party to any material legal proceedings, nor is it aware of any pending or threatened litigation that, in its opinion, would have a material adverse effect on its business, operating results, cash flows or financial condition should such litigation be resolved unfavorably. On April 29, 2021, the Company was notified that the Antitrust Division of the U.S. Department of Justice is conducting a criminal investigation into the hiring practices in its industry that includes the Company. The Company is continuing to cooperate with the Antitrust Division. While there can be no assurance regarding the ultimate resolution of this matter, the Company does not believe that its conduct violated applicable law. |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 3 Months Ended |
Mar. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Share Repurchases On December 14, 2022, the Company’s Board of Directors (the “Board”) approved a new share repurchase program, authorizing the Company to repurchase up to $30 million of its common stock, par value $0.001 per share, with no requirement to purchase any minimum number of shares. The manner, timing, and actual number of shares repurchased under the program will depend on a variety of factors, including price, general business and market conditions, and other investment opportunities. Shares may be repurchased through privately negotiated transactions or open market purchases, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act. The repurchase program may be commenced, suspended, or terminated at any time by the Company at its discretion without prior notice. During the three months ended March 31, 2023, the Company repurchased 1,313,073 shares with a fair value of $6.1 million, i ncluding commissions, under its share repurchase program. As of March 31, 2023, the remaining availability under the Company’s $30 million share repurchase program was $23.9 million. In addition, the Company may periodically withhold shares to satisfy employee tax withholding obligations arising in connection with the vesting of restricted stock units and exercise of options and warrants in accordance with the terms of the Company’s equity incentive plans and the underlying award agreements. During the three months ended March 31, 2023 and 2022, the Company withheld 48,202 shares and 117,637 shares, respectively, with a fair value of $0.2 million and $1.7 million, respectively, to satisfy the minimum employee tax withholding obligations. Accumulated Other Comprehensive Loss The following table details the changes in accumulated other compressive (loss) income (“AOCI”), net of tax: Foreign currency translation loss Unrealized (losses) gains on investments in marketable securities Total accumulated other comprehensive loss Balance–December 31, 2022 $ (8,344) $ (1,569) $ (9,913) Other comprehensive (loss) income, net of tax (1,220) 420 (800) Balance–March 31, 2023 $ (9,564) $ (1,149) $ (10,713) There were no amounts reclassified from AOCI to earnings during any of the periods presented. |
Stock-based Compensation
Stock-based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based Compensation | Stock-based Compensation Equity Incentive Plans In July 2021, the Board and the Company’s stockholders approved the 2021 Long-Term Incentive Plan (the “2021 LTIP”), which may be used to grant, among other award types, stock options and restricted stock units (“RSUs”). The number of shares of common stock reserved for future issuance under the 2021 Plan will also be increased pursuant to provisions for annual automatic evergreen increases. The Company’s previous awards issued under its 2007 Omnibus Securities and Incentive Plan, as amended and restated on January 21, 2009 (“2007 Plan”), remain subject to the 2007 Plan. As of March 31, 2023, approximatel y 8,595,000 and 453,000 sha res were available for grant under the 2021 LTIP and the 2007 Plan, respectively. The Company generally issues new shares for stock option exercises and vesting of restricted stock units. The Company recognizes stock-based compensation expense for stock-based awards, including stock options, RSUs and stock appreciation rights (“SARs”), based on the estimated fair value of the awards. The Company estimates the fair value of its stock option awards on the grant date using the Black-Scholes option pricing model. The fair value of RSUs is the fair value of the Company’s common stock on the date of grant. The Company accounts for forfeitures as they occur. The following table summarizes stock-based compensation expense recognized in the Company’s condensed consolidated statements of operations for the periods presented: Three Months Ended March 31, 2023 2022 (In thousands) Research and development $ 502 $ 537 Sales and marketing 1,026 1,173 General and administrative 1,083 1,023 Total stock-based compensation $ 2,611 $ 2,733 As of March 31, 2023, the Company’s remaining unrecognized stock-based compensation expense was $1.8 million for unvested stock options and $22.1 million for unvested RSUs. There were no stock options granted during the three months ended March 31, 2023. The following table summarizes stock option activity for the period presented: Stock Options Number of Shares Weighted-Average Exercise Price Outstanding — December 31, 2022 2,681,436 $ 9.08 Forfeited/expired (70,359) $ 9.97 Outstanding — March 31, 2023 2,611,077 $ 9.06 Exercisable — March 31, 2023 2,227,379 $ 8.71 As of March 31, 2023 and December 31, 2022, 3,390 SARs were outstanding, which are accounted for as liability awards. The following table summarizes RSU activity for the three months ended March 31, 2023: RSUs Number of Shares Weighted-Average Grant Date Fair Value Outstanding—December 31, 2022 2,785,510 $ 9.87 Granted 60,642 $ 4.77 Vested (281,469) $ 10.66 Forfeited (129,161) $ 8.72 Outstanding—March 31, 2023 2,435,522 $ 9.71 Stock-Based Awards Granted Outside of Equity Incentive Plans Warrants The Company issued equity classified warrants to purchase shares of common stock to certain third-party advisors, consultants, and financial institutions, which expire between 2024 and 2026. As of March 31, 2023 and December 31, 2022, 188,235 warrants were outstanding with a weighted average exercise price of $7.57. Employee Stock Purchase Plan In July 2021, the Board and the Company’s stockholders approved a new 2021 Employee Stock Purchase Plan (the “ESPP”), which became effective in connection with the closing of the Company’s IPO. A total of approximately 2,352,000 shares of the Company’s common stock have been reserved for issuance under the ESPP, which is subject to annual automatic evergreen increases. As of March 31, 2023, no shares have been purchased under the ESPP as it is not yet active. |
Net Loss Per Common Share
Net Loss Per Common Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | Net Loss Per Common Share The following table presents the computation of the Company’s basic and diluted net loss per share: Three Months Ended March 31, 2023 2022 (Dollars in thousands) Numerator: Net loss $ (5,605) $ (1,890) Denominator: Weighted-average shares - basic and diluted 51,435,289 57,237,012 Net loss per share: Basic $ (0.11) $ (0.03) Diluted $ (0.11) $ (0.03) The following weighted-average shares have been excluded from the calculation of diluted net loss per share attributable to common stockholders for each period presented because they are anti-dilutive: Three Months Ended March 31, 2023 2022 Convertible debt 9,440,000 9,440,000 Options to purchase common stock 2,611,077 3,251,289 Warrants 188,235 188,235 Restricted stock units 2,435,522 1,778,305 Total shares excluded from diluted net loss per share 14,674,834 14,657,829 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On April 14, 2023, the Company repurchased $118.0 million aggregate principal amount of the Convertible Notes out of the initially issued principal balance of $236.0 million via a privately negotiated repurchase agreement with Baupost Group Securities, L.L.C., the sole holder of the Convertible Notes, for approximately $96.2 million in cash, including accrued interest, representing a discount of approximately 19% to the principal amount of the repurchased notes. As a result, the Company will record a pre-tax gain of approximately $22.6 million in its condensed consolidated statement of operations for the second quarter of 2023. In addition , the Company redeemed $80.3 million of its available-for-sale marketable securities to finance this transaction and realized a loss of $0.6 million, which will be recorded in its condensed consolidated statement of operations for the second quarter of 2023 . Following the closing of the repurchase, the repurchased notes were cancelled by the Trustee, and $118.0 million principal amount of the Convertible Notes out of the initially issued principal balance of $236.0 million, remains outstanding and continues to be subject to the terms of the indenture dated as of July 27, 2021, pursuant to which they were issued. |
Organization, Description of _2
Organization, Description of Business and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements were prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and are unaudited. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Accordingly, these condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission on March 15, 2023 (“2022 Form 10-K”). |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and related disclosures as of the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates and judgments are based on historical information and on various other assumptions that the Company believes are reasonable under the circumstances. Estimates and assumptions made in the accompanying condensed consolidated financial statements include, but are not limited to, the allowance for credit losses, sales allowance, software development costs eligible for capitalization, valuation of deferred tax assets, the useful lives of property and equipment, the useful lives and fair value of intangible assets, valuation of goodwill, the fair value of stock-based awards, and the recognition and measurement of income tax uncertainties and other contingencies. Actual results could differ materially from these estimates. |
Reclassifications | Reclassifications Certain reclassifications have been made to the prior periods’ financial information in order to conform to the current period’s presentation. |
Cash and Cash Equivalents, and Investments | Cash and Cash Equivalents and Investments The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist of cash on hand and highly liquid investments in money market funds, U.S. government bonds and commercial paper. Most of our cash deposits are above the $250,000 Federal Deposit Insurance Corporation (“FDIC”) limit and, therefore, not insured. |
Restricted Cash | Restricted Cash Restricted cash represents security deposits for facility leases and is included in other assets in the accompanying condensed consolidated balance sheets. |
Certain Risks and Concentrations | Certain Risks and Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, restricted cash, and accounts receivable. The Company’s cash and cash equivalents and restricted cash are generally invested in high-credit quality financial instruments with both banks and financial institutions to reduce the amount of exposure to any single financial institution. |
Segment Information | Segment Information The Company has one operating and reporting segment. The Company’s chief operating decision maker is its Co-Chief Executive Officer who makes resource allocation decisions and assesses performance based on financial information presented on a consolidated basis. |
New Accounting Pronouncements And Recently Issued Accounting Pronouncements | New Accounting Pronouncements Under the JOBS Act, the Company meets the definition of an emerging growth company and can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the Company is no longer an emerging growth company or until the Company affirmatively and irrevocably opts out of the extended transition period. Recently Issued Accounting Pronouncements The Company has considered all new accounting pronouncements and has concluded that based on the current information, there are no new pronouncements that are expected to have a material impact on its results of operations, financial condition, or cash flows. |
Fair Value Measurement | The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company’s financial instruments include restricted time deposits, severance pay fund deposits and foreign currency forward contracts. The Company determines the fair value of its financial instruments based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the Company uses the fair value hierarchy described below to distinguish between observable and unobservable inputs: Level I — Valuations based on quoted prices in active markets for identical assets and liabilities at the measurement date; Level II — Valuations based on quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be principally corroborated by observable market data for substantially the full term of the related assets or liabilities; and |
Derivative Financial Instruments | The Company records the fair values of the assets and liabilities relating to its undesignated foreign currency forward contracts on a gross basis in its condensed consolidated balance sheets, as they are not subject to master netting arrangements. There is no cash collateral required to be pledged by the Company or its counterparties. The Company enters into foreign currency forward exchange contracts to manage the effects of fluctuations in foreign currency exchange rates on its net cash flows from non-U.S. dollar denominated operations. By entering into foreign currency forward contracts, the Company is exposed to a potential credit risk that the counterparty to its contracts will fail to meet its contractual obligations. If a counterparty fails to perform, the Company’s maximum credit risk exposure would be the positive fair value of the foreign currency forward contracts, or any asset balance, which represents the amount the counterparty owes to the Company. In order to mitigate the counterparty risk, the Company performs an evaluation of its counterparty credit worthiness, and its forward contracts have a term of no more than 12 months. The Company had foreign currency forward contracts with Silicon Valley Bank (“SVB”), which was closed by the California regulators on March 10, 2023. On March 12, 2023, the Department of the Treasury, Federal Reserve and the FDIC approved actions enabling the FDIC to complete its resolution of SVB in a manner that fully protects all depositors and converted SVB to Silicon Valley Bridge Bank, N.A. On March 27, 2023, First-Citizens Bank & Trust Company (“First Citizens Bank”) entered into an agreement with the FDIC to acquire the Silicon Valley Bridge Bank, N.A and the Company’s existing foreign currency forward contracts were assumed by the First Citizens Bank. Therefore, the Company does not anticipate any nonperformance under its foreign currency forward contracts. |
Lessee, Leases | LeasesThe Company leases certain equipment and computers under finance lease arrangements, as well as office facilities and managed data center facilities under non-cancelable operating lease arrangements for its U.S. and international locations that expire on various dates through 2032. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Total Revenue Based on Location | The following table presents total revenue based on where the Company’s marketers are physically located: Three Months Ended March 31, 2023 2022 (In thousands) USA $ 72,216 $ 85,577 Europe, the Middle East, and Africa (EMEA) 133,754 139,675 Other 25,804 28,964 Total revenue $ 231,774 $ 254,216 |
Investments in Marketable Sec_2
Investments in Marketable Securities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Debt Securities, Available-for-Sale | All of the Company’s debt securities are classified as available-for-sale. The Company’s cash equivalents and investments as of March 31, 2023 and December 31, 2022 consisted of the following: March 31, 2023 (In thousands) Fair Value Level Amortized cost (1) Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash Equivalents Short-term investments Long-term investments Money market funds 1 $ 31,566 $ — $ — $ 31,566 $ 31,566 $ — $ — U.S. Treasuries 2 23,825 — (209) 23,616 — 19,759 3,857 U.S. government bonds 2 76,932 3 (620) 76,315 — 60,013 16,302 Commercial paper 2 43,700 — (98) 43,602 — 43,602 — U.S. Corporate bonds 2 101,519 49 (621) 100,947 — 55,155 45,792 Total cash equivalents and investments $ 277,542 $ 52 $ (1,548) $ 276,046 $ 31,566 $ 178,529 $ 65,951 December 31, 2022 (In thousands) Fair Value Level Amortized cost (1) Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash Equivalents Short-term investments Long-term investments Money market funds 1 $ 39,198 $ — $ — $ 39,198 $ 39,198 $ — $ — U.S. Treasuries 2 31,721 — (317) 31,404 — 23,701 7,703 U.S. government bonds 2 77,259 — (899) 76,360 — 52,254 24,106 Commercial paper 2 43,126 3 (161) 42,968 — 42,968 — U.S. Corporate bonds 2 95,599 29 (694) 94,934 — 47,982 46,952 Total cash equivalents and investments $ 286,903 $ 32 $ (2,071) $ 284,864 $ 39,198 $ 166,905 $ 78,761 ___________________________ (1) The amortized cost of debt securities excludes accrued interest of $1.1 million and $1.0 million, respectively, as of March 31, 2023 and December 31, 2022. The following table shows the fair value of the Company’s available-for-sale securities by contractual maturity: March 31, 2023 (In thousands) Within 1 year $ 210,095 After 1 year through 2 years 65,951 Total fair value $ 276,046 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The gross carrying amount and accumulated amortization of the Company’s intangible assets are as follows: March 31, 2023 Weighted Average Amortization Gross Value Accumulated Amortization Net Carrying Value (In thousands) Developed technology 8.0 years $ 18,411 $ (9,964) $ 8,447 Customer relationships 5.0 years 5,915 (5,364) 551 Publisher relationships 8.0 years 18,859 (9,738) 9,121 Trade names 8.8 years 5,303 (1,307) 3,996 Content provider relationships 5.0 years 284 (70) 214 Other 15.8 years 894 (240) 654 Total intangible assets, net $ 49,666 $ (26,683) $ 22,983 December 31, 2022 Weighted Average Amortization Gross Value Accumulated Amortization Net Carrying Value (In thousands) Developed technology 5.8 years $ 18,411 $ (9,652) $ 8,759 Customer relationships 4.1 years 5,856 (5,022) 834 Publisher relationships 6.3 years 18,738 (8,782) 9,956 Trade names 8.7 years 5,279 (1,143) 4,136 Content provider relationships 5.0 years 284 (56) 228 Other 15.8 years 888 (227) 661 Total intangible assets, net $ 49,456 $ (24,882) $ 24,574 |
Schedule of Estimated Amortization on Identifiable Acquisition-Related Intangible Assets | As of March 31, 2023, estimated amortization related to the Company’s identifiable acquisition-related intangible assets in future periods was as follows: Amount (In thousands) Remainder of 2023 $ 2,600 2024 3,466 2025 3,466 2026 3,466 2027 3,116 Thereafter 6,869 Total $ 22,983 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Accounts Receivable, Net | Accounts receivable, net of allowance for credit losses consists of the following: March 31, 2023 December 31, 2022 (In thousands) Accounts receivable $ 188,934 $ 186,770 Allowance for credit losses (7,452) (5,512) Accounts receivable, net of allowance for credit losses $ 181,482 $ 181,258 |
Activity in Allowance for Credit Losses | The allowance for credit losses consists of the following activity: Three Months Ended March 31, 2023 Year Ended December 31, 2022 (In thousands) Allowance for credit losses, beginning balance $ 5,512 $ 4,402 Provision for credit losses, net of recoveries 2,794 3,227 Write-offs (854) (2,117) Allowance for credit losses, ending balance $ 7,452 $ 5,512 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure | Prepaid expenses and other current assets consists of the following: March 31, 2023 December 31, 2022 (In thousands) Prepaid traffic acquisition costs $ 25,702 $ 23,149 Prepaid taxes 10,507 15,280 Prepaid software licenses 3,675 2,465 Prepaid insurance 1,361 1,503 Other prepaid expenses and other current assets 6,317 4,364 Total prepaid expenses and other current assets $ 47,562 $ 46,761 |
Property, Equipment and Capitalized Software, Net | Property, equipment and capitalized software, net consists of the following: March 31, 2023 December 31, 2022 (In thousands) Computer and equipment $ 61,106 $ 59,536 Capitalized software development costs 70,836 67,685 Software 3,124 3,113 Leasehold improvements 3,001 2,859 Furniture and fixtures 1,168 1,177 Property, equipment, and capitalized software, gross 139,235 134,370 Less: accumulated depreciation and amortization (98,869) (94,480) Total property, equipment and capitalized software, net $ 40,366 $ 39,890 |
Accrued and Other Current Liabilities | Accrued and other current liabilities consist of the following: March 31, 2023 December 31, 2022 (In thousands) Accrued traffic acquisition costs $ 70,003 $ 73,396 Accrued agency commissions 14,180 13,451 Accrued tax liabilities 9,974 15,013 Accrued professional fees 5,071 4,915 Operating lease obligations, current 3,113 3,236 Finance lease obligations, current 1,517 1,758 Interest payable 1,333 3,074 Other 9,622 11,249 Total accrued and other current liabilities $ 114,813 $ 126,092 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy: March 31, 2023 Level I Level II Level III Total (In thousands) Financial Assets: Cash equivalents and investments (1) $ 31,566 $ 244,480 $ — $ 276,046 Restricted time deposit (2) — 187 — 187 Severance pay fund deposits (2) — 5,066 — 5,066 Foreign currency forward contract (3) — 610 — 610 Total financial assets $ 31,566 $ 250,343 $ — $ 281,909 Financial Liabilities: Foreign currency forward contract (4) — 1,165 — 1,165 Total financial liabilities $ — $ 1,165 $ — $ 1,165 December 31, 2022 Level I Level II Level III Total (In thousands) Financial Assets: Cash equivalents and investments (1) $ 39,198 $ 245,666 $ — $ 284,864 Restricted time deposit (2) — 185 — 185 Severance pay fund deposits (2) — 5,378 — 5,378 Foreign currency forward contract (3) — 726 — 726 Total financial assets $ 39,198 $ 251,955 $ — $ 291,153 Financial Liabilities: Foreign currency forward contract (4) — 1,463 — 1,463 Total financial liabilities $ — $ 1,463 $ — $ 1,463 _____________________ (1) Money market securities are valued using Level I of the fair value hierarchy, while the fair values of U.S. Treasuries, government bonds, commercial paper, corporate bonds and municipal bonds are considered Level II and are obtained from independent pricing services, which may use various methods, including quoted prices for identical or similar securities in active and inactive markets. See Note 4 for additional detail of the Company’s fixed income securities by balance sheet location. (2) Recorded within other assets. (3) Recorded within prepaid expenses and other current assets. (4) Recorded within accrued and other current liabilities. |
Summary of Carrying Value and Estimated Fair Value of Convertible Notes | The following table summarizes the carrying value and the estimated fair value of the Company’s Convertible Notes, based on Level II measurements of the fair value hierarchy: March 31, 2023 December 31, 2022 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value (In thousands) Convertible Notes $ 236,000 $ 180,446 $ 236,000 $ 180,752 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Operating and Financing Leases, Assets and Liabilities | The following table summarizes assets and liabilities related to the Company’s operating and finance leases: Condensed Consolidated Balance Sheets Location March 31, 2023 December 31, 2022 (In thousands) Lease assets: Operating leases Operating lease right-of-use assets, net $ 11,381 $ 11,065 Finance leases Property, equipment and capitalized software, net 1,394 1,858 Total lease assets $ 12,775 $ 12,923 Lease liabilities: Current liabilities: Operating leases Accrued and other current liabilities $ 3,113 $ 3,236 Finance leases Accrued and other current liabilities 1,517 1,758 Non-current liabilities: Operating leases Operating lease liabilities, non-current 8,890 8,445 Finance leases Other liabilities 6 254 Total lease liabilities $ 13,526 $ 13,693 |
Lease, Cost | The following table presents the components of the Company’s total lease expense: Three Months Ended March 31, Condensed Consolidated Statements of Operations Location 2023 2022 (In thousands) Operating lease cost Fixed lease costs Cost of revenue and operating expenses $ 1,146 $ 1,168 Variable lease costs Operating Expenses 32 30 Short-term lease costs Cost of revenue and operating expenses 139 140 Finance lease cost: Depreciation Cost of revenue 464 943 Interest Interest expense 34 88 Total lease cost $ 1,815 $ 2,369 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following table details the changes in accumulated other compressive (loss) income (“AOCI”), net of tax: Foreign currency translation loss Unrealized (losses) gains on investments in marketable securities Total accumulated other comprehensive loss Balance–December 31, 2022 $ (8,344) $ (1,569) $ (9,913) Other comprehensive (loss) income, net of tax (1,220) 420 (800) Balance–March 31, 2023 $ (9,564) $ (1,149) $ (10,713) |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock-Based Compensation | The following table summarizes stock-based compensation expense recognized in the Company’s condensed consolidated statements of operations for the periods presented: Three Months Ended March 31, 2023 2022 (In thousands) Research and development $ 502 $ 537 Sales and marketing 1,026 1,173 General and administrative 1,083 1,023 Total stock-based compensation $ 2,611 $ 2,733 As of March 31, 2023, the Company’s remaining unrecognized stock-based compensation expense was $1.8 million for unvested stock options and $22.1 million for unvested RSUs. |
Summary of Stock Option | The following table summarizes stock option activity for the period presented: Stock Options Number of Shares Weighted-Average Exercise Price Outstanding — December 31, 2022 2,681,436 $ 9.08 Forfeited/expired (70,359) $ 9.97 Outstanding — March 31, 2023 2,611,077 $ 9.06 Exercisable — March 31, 2023 2,227,379 $ 8.71 As of March 31, 2023 and December 31, 2022, 3,390 SARs were outstanding, which are accounted for as liability awards. |
Summary of RSU Activity | The following table summarizes RSU activity for the three months ended March 31, 2023: RSUs Number of Shares Weighted-Average Grant Date Fair Value Outstanding—December 31, 2022 2,785,510 $ 9.87 Granted 60,642 $ 4.77 Vested (281,469) $ 10.66 Forfeited (129,161) $ 8.72 Outstanding—March 31, 2023 2,435,522 $ 9.71 |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents the computation of the Company’s basic and diluted net loss per share: Three Months Ended March 31, 2023 2022 (Dollars in thousands) Numerator: Net loss $ (5,605) $ (1,890) Denominator: Weighted-average shares - basic and diluted 51,435,289 57,237,012 Net loss per share: Basic $ (0.11) $ (0.03) Diluted $ (0.11) $ (0.03) |
Schedule of Weighted Average Shares Excluded From Calculation of Diluted Income (Loss) Per Share | The following weighted-average shares have been excluded from the calculation of diluted net loss per share attributable to common stockholders for each period presented because they are anti-dilutive: Three Months Ended March 31, 2023 2022 Convertible debt 9,440,000 9,440,000 Options to purchase common stock 2,611,077 3,251,289 Warrants 188,235 188,235 Restricted stock units 2,435,522 1,778,305 Total shares excluded from diluted net loss per share 14,674,834 14,657,829 |
Organization, Description of _3
Organization, Description of Business and Summary of Significant Accounting Policies - Certain Risks and Concentrations (Details) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue Benchmark | Customer Concentration Risk | Customer A | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 10% |
Organization, Description of _4
Organization, Description of Business and Summary of Significant Accounting Policies - Segment Information (Details) | 3 Months Ended |
Mar. 31, 2023 segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reportable segment | 1 |
Number of operating segment | 1 |
Revenue Recognition- Disaggrega
Revenue Recognition- Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 231,774 | $ 254,216 |
USA | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 72,216 | 85,577 |
Europe, the Middle East, and Africa (EMEA) | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 133,754 | 139,675 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 25,804 | $ 28,964 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Contract asset | $ 0 | $ 0 |
Acquisition - Narrative (Detail
Acquisition - Narrative (Details) - vi - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jan. 05, 2022 | Mar. 31, 2023 | Sep. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | |||||
Consideration transferred, gross | $ 54,200 | ||||
Stock consideration (in shares) | 355,786 | ||||
Stock consideration issued for acquisition of a business | $ 4,200 | ||||
Payments to acquire businesses, gross | 37,300 | $ 1,200 | $ 10,600 | ||
Business combination, contingent consideration, liability | $ 500 | $ 900 | |||
Contingent consideration payable, change in fair value | $ 400 | ||||
Acquisition transaction costs | $ 200 |
Investments in Marketable Sec_3
Investments in Marketable Securities - Debt Securities, Available-for-Sale (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized cost | $ 277,542 | $ 286,903 |
Gross Unrealized Gains | 52 | 32 |
Gross Unrealized Losses | (1,548) | (2,071) |
Estimated Fair Value | 276,046 | 284,864 |
Cash Equivalents | 31,566 | 39,198 |
Short-term investments in marketable securities | 178,529 | 166,905 |
Long-term investments in marketable securities | 65,951 | 78,761 |
Accrued interest | 1,100 | 1,000 |
Level I | Money market funds | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized cost | 31,566 | 39,198 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 31,566 | 39,198 |
Level I | Money market funds | Cash Equivalents | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Cash Equivalents | 31,566 | 39,198 |
Short-term investments in marketable securities | 0 | 0 |
Long-term investments in marketable securities | 0 | 0 |
Level II | U.S. Treasuries | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized cost | 23,825 | 31,721 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (209) | (317) |
Estimated Fair Value | 23,616 | 31,404 |
Level II | U.S. Treasuries | Short And Long Term Marketable Securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Cash Equivalents | 0 | 0 |
Short-term investments in marketable securities | 19,759 | 23,701 |
Long-term investments in marketable securities | 3,857 | 7,703 |
Level II | U.S. government bonds | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized cost | 76,932 | 77,259 |
Gross Unrealized Gains | 3 | 0 |
Gross Unrealized Losses | (620) | (899) |
Estimated Fair Value | 76,315 | 76,360 |
Level II | U.S. government bonds | Short And Long Term Marketable Securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Cash Equivalents | 0 | 0 |
Short-term investments in marketable securities | 60,013 | 52,254 |
Long-term investments in marketable securities | 16,302 | 24,106 |
Level II | Commercial paper | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized cost | 43,700 | 43,126 |
Gross Unrealized Gains | 0 | 3 |
Gross Unrealized Losses | (98) | (161) |
Estimated Fair Value | 43,602 | 42,968 |
Level II | Commercial paper | Short And Long Term Marketable Securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Cash Equivalents | 0 | 0 |
Short-term investments in marketable securities | 43,602 | 42,968 |
Long-term investments in marketable securities | 0 | 0 |
Level II | U.S. Corporate bonds | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized cost | 101,519 | 95,599 |
Gross Unrealized Gains | 49 | 29 |
Gross Unrealized Losses | (621) | (694) |
Estimated Fair Value | 100,947 | 94,934 |
Level II | U.S. Corporate bonds | Short And Long Term Marketable Securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Cash Equivalents | 0 | 0 |
Short-term investments in marketable securities | 55,155 | 47,982 |
Long-term investments in marketable securities | $ 45,792 | $ 46,952 |
Investments in Marketable Sec_4
Investments in Marketable Securities - Narrative (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | ||
Fair value of debt securities in an unrealized loss position | $ 225,800,000 | |
Aggregate amount of unrealized losses | 1,500,000 | |
Estimated fair value of debt securities in an unrealized gain position | 18,700,000 | |
Allowance for credit losses | $ 0 | $ 0 |
Investments in Marketable Sec_5
Investments in Marketable Securities - Available for Sale Securities (Details) $ in Thousands | Mar. 31, 2023 USD ($) |
Investments, Debt and Equity Securities [Abstract] | |
Within 1 year | $ 210,095 |
After 1 year through 2 years | 65,951 |
Total fair value | $ 276,046 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 63,063,000 | $ 63,063,000 | |
Accumulated impairments of goodwill | 0 | ||
Impairment charges | $ 0 | $ 0 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Value | $ 49,666 | $ 49,456 |
Accumulated amortization | (26,683) | (24,882) |
Net carrying value | $ 22,983 | $ 24,574 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 8 years | 5 years 9 months 18 days |
Gross Value | $ 18,411 | $ 18,411 |
Accumulated amortization | (9,964) | (9,652) |
Net carrying value | $ 8,447 | $ 8,759 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 5 years | 4 years 1 month 6 days |
Gross Value | $ 5,915 | $ 5,856 |
Accumulated amortization | (5,364) | (5,022) |
Net carrying value | $ 551 | $ 834 |
Publisher relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 8 years | 6 years 3 months 18 days |
Gross Value | $ 18,859 | $ 18,738 |
Accumulated amortization | (9,738) | (8,782) |
Net carrying value | $ 9,121 | $ 9,956 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 8 years 9 months 18 days | 8 years 8 months 12 days |
Gross Value | $ 5,303 | $ 5,279 |
Accumulated amortization | (1,307) | (1,143) |
Net carrying value | $ 3,996 | $ 4,136 |
Content provider relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 5 years | 5 years |
Gross Value | $ 284 | $ 284 |
Accumulated amortization | (70) | (56) |
Net carrying value | $ 214 | $ 228 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 15 years 9 months 18 days | 15 years 9 months 18 days |
Gross Value | $ 894 | $ 888 |
Accumulated amortization | (240) | (227) |
Net carrying value | $ 654 | $ 661 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Estimated Amortization (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2023 | $ 2,600 | |
2024 | 3,466 | |
2025 | 3,466 | |
2026 | 3,466 | |
2027 | 3,116 | |
Thereafter | 6,869 | |
Net carrying value | $ 22,983 | $ 24,574 |
Balance Sheet Components - Acco
Balance Sheet Components - Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Accounts receivable | $ 188,934 | $ 186,770 | |
Allowance for credit losses | (7,452) | (5,512) | $ (4,402) |
Accounts receivable, net of allowance for credit losses | $ 181,482 | $ 181,258 |
Balance Sheet Components - Allo
Balance Sheet Components - Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Allowance for credit losses, beginning balance | $ 5,512 | $ 4,402 |
Provision for credit losses, net of recoveries | (2,794) | (3,227) |
Write-offs | (854) | (2,117) |
Allowance for credit losses, ending balance | $ 7,452 | $ 5,512 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid traffic acquisition costs | $ 25,702 | $ 23,149 |
Prepaid taxes | 10,507 | 15,280 |
Prepaid software licenses | 3,675 | 2,465 |
Prepaid insurance | 1,361 | 1,503 |
Other prepaid expenses and other current assets | 6,317 | 4,364 |
Total prepaid expenses and other current assets | $ 47,562 | $ 46,761 |
Balance Sheet Components - Prop
Balance Sheet Components - Property, Equipment and Capitalized Software (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and capitalized software, gross | $ 139,235 | $ 134,370 |
Less: accumulated depreciation and amortization | (98,869) | (94,480) |
Total property, equipment and capitalized software, net | 40,366 | 39,890 |
Computer and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and capitalized software, gross | 61,106 | 59,536 |
Capitalized software development costs | ||
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and capitalized software, gross | 70,836 | 67,685 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and capitalized software, gross | 3,124 | 3,113 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and capitalized software, gross | 3,001 | 2,859 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, equipment, and capitalized software, gross | $ 1,168 | $ 1,177 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued traffic acquisition costs | $ 70,003 | $ 73,396 |
Accrued agency commissions | 14,180 | 13,451 |
Accrued tax liabilities | 9,974 | 15,013 |
Accrued professional fees | 5,071 | 4,915 |
Operating lease obligations, current | $ 3,113 | $ 3,236 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Total accrued and other current liabilities | Total accrued and other current liabilities |
Finance lease obligations, current | $ 1,517 | $ 1,758 |
Interest payable | 1,333 | 3,074 |
Other | 9,622 | 11,249 |
Total accrued and other current liabilities | $ 114,813 | $ 126,092 |
Balance Sheet Components - Narr
Balance Sheet Components - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Accounts Payable | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Traffic acquisition costs in accounts payable | $ 129.2 | $ 136.8 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total financial assets | $ 281,909 | $ 291,153 |
Derivative liability | 1,165 | 1,463 |
Total financial liabilities | $ 1,165 | $ 1,463 |
Derivative Liability, Statement of Financial Position [Extensible Enumeration] | Accrued and other current liabilities | Accrued and other current liabilities |
Foreign currency forward contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | $ 610 | $ 726 |
Cash equivalents and investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investments | 276,046 | 284,864 |
Restricted time deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other assets | 187 | 185 |
Severance pay fund deposits | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other assets | 5,066 | 5,378 |
Level I | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total financial assets | 31,566 | 39,198 |
Derivative liability | 0 | 0 |
Total financial liabilities | 0 | 0 |
Level I | Foreign currency forward contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | 0 | 0 |
Level I | Cash equivalents and investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investments | 31,566 | 39,198 |
Level I | Restricted time deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other assets | 0 | 0 |
Level I | Severance pay fund deposits | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other assets | 0 | 0 |
Level II | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total financial assets | 250,343 | 251,955 |
Derivative liability | 1,165 | 1,463 |
Total financial liabilities | 1,165 | 1,463 |
Level II | Foreign currency forward contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | 610 | 726 |
Level II | Cash equivalents and investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investments | 244,480 | 245,666 |
Level II | Restricted time deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other assets | 187 | 185 |
Level II | Severance pay fund deposits | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other assets | 5,066 | 5,378 |
Level III | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total financial assets | 0 | 0 |
Derivative liability | 0 | 0 |
Total financial liabilities | 0 | 0 |
Level III | Foreign currency forward contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative asset | 0 | 0 |
Level III | Cash equivalents and investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Investments | 0 | 0 |
Level III | Restricted time deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other assets | 0 | 0 |
Level III | Severance pay fund deposits | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Other assets | $ 0 | $ 0 |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Value and Estimated Fair Value of Convertible Notes (Details) - Level II - Convertible notes - 2.95% Convertible Senior Notes Due 2026 - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | $ 236,000 | $ 236,000 |
Estimated Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt | $ 180,446 | $ 180,752 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Jul. 27, 2021 | |
Foreign currency forward contract | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Gain (loss) on foreign currency derivative instruments | $ (0.1) | $ (0.7) | |
2.95% Convertible Senior Notes Due 2026 | Convertible notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Interest rate | 2.95% | 2.95% |
Leases - Assets and Liabilities
Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Lease assets: | ||
Operating leases | $ 11,381 | $ 11,065 |
Finance leases | $ 1,394 | $ 1,858 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Total property, equipment and capitalized software, net | Total property, equipment and capitalized software, net |
Total lease assets | $ 12,775 | $ 12,923 |
Lease liabilities: | ||
Operating leases | $ 3,113 | $ 3,236 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued and other current liabilities | Accrued and other current liabilities |
Finance leases | $ 1,517 | $ 1,758 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued and other current liabilities | Accrued and other current liabilities |
Operating lease liabilities, non-current | $ 8,890 | $ 8,445 |
Finance leases | $ 6 | $ 254 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other liabilities | Other liabilities |
Total lease liabilities | $ 13,526 | $ 13,693 |
Leases - Lease, Cost (Details)
Leases - Lease, Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Leases [Abstract] | ||
Fixed lease costs | $ 1,146 | $ 1,168 |
Variable lease costs | 32 | 30 |
Short-term lease costs | 139 | 140 |
Depreciation | 464 | 943 |
Interest | 34 | 88 |
Total lease cost | $ 1,815 | $ 2,369 |
Long Term Debt - Convertible No
Long Term Debt - Convertible Notes (Details) $ / shares in Units, $ in Millions | 1 Months Ended | ||
Jul. 27, 2021 USD ($) day $ / shares | Jul. 31, 2021 USD ($) | Mar. 31, 2023 | |
Secured Notes | |||
Debt Instrument [Line Items] | |||
Debt extinguished | $ 200 | ||
Convertible notes | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount | $ 236 | ||
Convertible notes | 2.95% Convertible Senior Notes Due 2026 | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount | $ 236 | ||
Interest rate | 2.95% | 2.95% | |
Conversion price (in usd per share) | $ / shares | $ 25 | ||
Conversion rate | 0.04 | ||
Threshold percentage of stock price trigger | 130% | ||
Threshold trading days | day | 20 | ||
Threshold consecutive trading days | day | 30 | ||
Redemption price, percentage | 100% |
Long Term Debt - Revolving Cred
Long Term Debt - Revolving Credit Facility (Details) | Nov. 02, 2021 USD ($) Rate | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Jul. 27, 2021 |
Convertible notes | 2.95% Convertible Senior Notes Due 2026 | ||||
Line of Credit Facility [Line Items] | ||||
Interest rate | 2.95% | 2.95% | ||
2021 Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | $ 75,000,000 | |||
Period prior to maturity date of convertible notes | 120 days | |||
Percentage of available commitments | 85% | |||
Minimum consolidated monthly fixed charge coverage ratio | Rate | 1 | |||
2021 Revolving Credit Facility | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Commitment fee percentage | 0.20% | |||
2021 Revolving Credit Facility | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Commitment fee percentage | 0.30% | |||
2021 Revolving Credit Facility | Base Rate | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Margin rate | 1% | |||
2021 Revolving Credit Facility | Base Rate | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Margin rate | 1.50% | |||
2021 Revolving Credit Facility | LIBOR | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Margin rate | 1.50% | |||
2021 Revolving Credit Facility | LIBOR | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Margin rate | 2% | |||
Letter of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | $ 15,000,000 | |||
Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Borrowings outstanding | $ 0 | $ 0 | ||
Available borrowing capacity | 64,800,000 | 70,700,000 | ||
Deferred financing costs | $ 400,000 | $ 400,000 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate | 23.40% | 34.30% |
Stockholders' Equity (Deficit_2
Stockholders' Equity (Deficit) - Narrative (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 14, 2022 | |
Temporary Equity [Line Items] | ||||
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 | ||
Treasury stock, value, acquired, cost method | $ 6,142,000 | |||
Number of shares withheld to satisfy employee tax withholding obligations (in shares) | 48,202 | 117,637 | ||
Fair value of shares withheld to satisfy employee tax withholding obligations | $ 200,000 | $ 1,700,000 | ||
Reclassified amounts | $ 0 | |||
December 2022 Repurchase Program | ||||
Temporary Equity [Line Items] | ||||
Stock repurchase program, authorized amount | $ 30,000,000 | |||
Common stock, par value (in usd per share) | $ 0.001 | |||
Treasury stock, shares, acquired (in shares) | 1,313,073 | |||
Treasury stock, value, acquired, cost method | $ 6,100,000 | |||
Stock repurchase program, remaining authorized repurchase amount | $ 23,900,000 |
Stockholders' Equity (Deficit_3
Stockholders' Equity (Deficit) - AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance - beginning of period | $ 217,786 | $ 256,775 |
Other comprehensive (loss) income, net of tax | (800) | (741) |
Balance - end of period | 207,921 | 261,700 |
Foreign currency translation loss | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance - beginning of period | (8,344) | |
Other comprehensive (loss) income, net of tax | (1,220) | |
Balance - end of period | (9,564) | |
Unrealized (losses) gains on investments in marketable securities | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance - beginning of period | (1,569) | |
Other comprehensive (loss) income, net of tax | 420 | |
Balance - end of period | (1,149) | |
Total accumulated other comprehensive loss | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance - beginning of period | (9,913) | (4,474) |
Other comprehensive (loss) income, net of tax | (800) | (741) |
Balance - end of period | $ (10,713) | $ (5,215) |
Stock-based Compensation - Equi
Stock-based Compensation - Equity Incentive Plans, Narrative (Details) shares in Thousands | Mar. 31, 2023 shares |
2021 LTIP | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares available for grant (in shares) | 8,595 |
2007 Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares available for grant (in shares) | 453 |
Stock-based Compensation - Stoc
Stock-based Compensation - Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 2,611 | $ 2,733 |
Options to purchase common stock | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Unrecognized stock-based compensation related to unvested awards | 1,800 | |
Restricted stock units | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Unrecognized stock-based compensation related to unvested awards | 22,100 | |
Research and development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 502 | 537 |
Sales and marketing | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 1,026 | 1,173 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 1,083 | $ 1,023 |
Stock-based Compensation - St_2
Stock-based Compensation - Stock Option Activity (Details) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward] | |
Outstanding - beginning of period (in shares) | shares | 2,681,436 |
Forfeited (in shares) | shares | (70,359) |
Outstanding - end of period (in shares) | shares | 2,611,077 |
Exercisable (in shares) | shares | 2,227,379 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |
Outstanding - beginning of period (in usd per share) | $ / shares | $ 9.08 |
Forfeited (in usd per share) | $ / shares | 9.97 |
Outstanding - end of period (in usd per share) | $ / shares | 9.06 |
Exercisable (in usd per share) | $ / shares | $ 8.71 |
Stock-based Compensation - St_3
Stock-based Compensation - Stock Option Activity Narrative (Details) | 3 Months Ended |
Mar. 31, 2023 shares | |
Share-Based Payment Arrangement [Abstract] | |
Options granted (in shares) | 0 |
Stock-based Compensation - RSU
Stock-based Compensation - RSU Award Activity (Details) - RSUs | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Number of Shares | |
Outstanding - beginning of period (in shares) | shares | 2,785,510 |
Granted (in shares) | shares | 60,642 |
Vested (in shares) | shares | (281,469) |
Forfeited (in shares) | shares | (129,161) |
Outstanding - end of period (in shares) | shares | 2,435,522 |
Weighted-Average Grant Date Fair Value | |
Outstanding - beginning of period (in usd per share) | $ / shares | $ 9.87 |
Granted (in usd per share) | $ / shares | 4.77 |
Vested (in usd per share) | $ / shares | 10.66 |
Forfeited (in usd per share) | $ / shares | 8.72 |
Outstanding - end of period (in usd per share) | $ / shares | $ 9.71 |
Stock-based Compensation - Warr
Stock-based Compensation - Warrants, Narrative (Details) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Warrants | ||
Class of Warrant or Right [Line Items] | ||
Exercisable at end of period (in shares) | 188,235 | 188,235 |
Number of shares outstanding (in shares) | 188,235 | 188,235 |
Weighted average exercise price, outstanding, (in usd per share) | $ 7.57 | $ 7.57 |
SAR | ||
Class of Warrant or Right [Line Items] | ||
Number of shares outstanding (in shares) | 3,390 | 3,390 |
Stock-based Compensation - Empl
Stock-based Compensation - Employee Stock Purchase Plan (Details) - ESPP | 3 Months Ended |
Mar. 31, 2023 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares reserved for future issuance (in shares) | 2,352,000 |
Number of shares purchased (in shares) | 0 |
Net Loss Per Common Share - Bas
Net Loss Per Common Share - Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Numerator, Basic: | ||
Net loss | $ (5,605) | $ (1,890) |
Numerator, Diluted: | ||
Net loss | $ (5,605) | $ (1,890) |
Denominator: | ||
Basic weighted-average shares used in computing net income (loss) attributable to common stockholders (in shares) | 51,435,289 | 57,237,012 |
Diluted weighted-average shares used in computing net income (loss) attributable to common stockholders (in shares) | 51,435,289 | 57,237,012 |
Net loss per common share: | ||
Basic (in usd per share) | $ (0.11) | $ (0.03) |
Diluted (in usd per share) | $ (0.11) | $ (0.03) |
Net Loss Per Common Share - Ant
Net Loss Per Common Share - Antidilutive Shares (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net loss per share | 14,674,834 | 14,657,829 |
Convertible debt | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net loss per share | 9,440,000 | 9,440,000 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net loss per share | 2,611,077 | 3,251,289 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net loss per share | 188,235 | 188,235 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares excluded from diluted net loss per share | 2,435,522 | 1,778,305 |
Subsequent Events - Convertible
Subsequent Events - Convertible Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Apr. 14, 2023 | Jun. 30, 2023 | Apr. 15, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jul. 27, 2021 | |
Subsequent Event [Line Items] | ||||||
Long-term debt | $ 236,000 | $ 236,000 | ||||
Convertible notes | ||||||
Subsequent Event [Line Items] | ||||||
Aggregate principal amount | $ 236,000 | |||||
Subsequent Event | Convertible notes | ||||||
Subsequent Event [Line Items] | ||||||
Repurchased face amount | $ 118,000 | |||||
Cash applied to debt retirement | $ 96,200 | |||||
Discount | 19% | |||||
Pre-tax gain on extinguishment of debt | $ 22,600 | |||||
Proceeds from sale available-for-sale marketable securities | $ 80,300 | |||||
Realized loss | $ 600 | |||||
Long-term debt | $ 118,000 |