Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Oct. 30, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | VERRA MOBILITY CORPORATION | |
Entity Central Index Key | 0001682745 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 162,268,865 | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Title of 12(b) Security | Class A Common Stock, par value $0.0001 per share | |
Trading Symbol | VRRM | |
Security Exchange Name | NASDAQ | |
Entity File Number | 001-37979 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-3563824 | |
Entity Address, Address Line One | 1150 North Alma School Road | |
Entity Address, City or Town | Mesa | |
Entity Address, State or Province | AZ | |
Entity Address, Postal Zip Code | 85201 | |
City Area Code | 480 | |
Local Phone Number | 443-7000 | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 129,158 | $ 131,513 |
Restricted cash | 549 | 917 |
Accounts receivable (net of allowance for credit loss of $10.1 million at September 30, 2020) | 141,019 | 93,514 |
Unbilled receivables | 16,145 | 20,003 |
Prepaid expenses and other current assets | 24,714 | 26,491 |
Total current assets | 311,585 | 272,438 |
Installation and service parts, net | 6,916 | 8,841 |
Property and equipment, net | 73,155 | 72,266 |
Operating lease assets | 30,548 | 32,177 |
Intangible assets, net | 363,526 | 434,443 |
Goodwill | 583,341 | 584,150 |
Other non-current assets | 2,900 | 3,111 |
Total assets | 1,371,971 | 1,407,426 |
Current liabilities: | ||
Accounts payable | 45,601 | 50,825 |
Accrued liabilities | 17,309 | 25,277 |
Current portion of long-term debt | 9,104 | 28,779 |
Total current liabilities | 72,014 | 104,881 |
Long-term debt, net of current portion | 833,624 | 837,686 |
Operating lease liabilities, net of current portion | 28,723 | 30,130 |
Payable to related party pursuant to tax receivable agreement | 65,620 | 61,174 |
Asset retirement obligation | 6,391 | 6,309 |
Deferred tax liabilities, net | 21,514 | 25,716 |
Other long-term liabilities | 163 | 2,183 |
Total liabilities | 1,028,049 | 1,068,079 |
Commitments and contingencies (Note 15) | ||
Stockholders' equity | ||
Preferred stock, $.0001 par value | ||
Common stock, $.0001 par value | 16 | 16 |
Common stock contingent consideration | 36,575 | 54,862 |
Additional paid-in capital | 394,259 | 367,266 |
Accumulated deficit | (82,943) | (80,220) |
Accumulated other comprehensive loss | (3,985) | (2,577) |
Total stockholders' equity | 343,922 | 339,347 |
Total liabilities and stockholders' equity | $ 1,371,971 | $ 1,407,426 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Allowance for credit loss | $ 10,146 | $ 8,456 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Total revenue | $ 96,908 | $ 128,240 | $ 293,430 | $ 336,276 | ||||
Operating expenses | 26,544 | 32,965 | 85,502 | 94,098 | ||||
Selling, general and administrative expenses | 17,511 | 21,293 | 64,218 | 62,709 | ||||
Depreciation, amortization and (gain) loss on disposal of assets, net | 29,590 | 28,697 | 88,002 | 86,488 | ||||
Impairment of property and equipment | 5,898 | |||||||
Total costs and expenses | 81,640 | 91,581 | 265,699 | 264,015 | ||||
Income (loss) from operations | 15,268 | 36,659 | 27,731 | 72,261 | ||||
Interest expense, net | 9,578 | 14,932 | 31,568 | 46,621 | ||||
Loss from tax receivable agreement adjustment | 4,446 | |||||||
Other income, net | (4,982) | (2,727) | (9,430) | (8,279) | ||||
Total other expenses | 4,596 | 12,205 | 26,584 | 38,342 | ||||
Income before income tax provision | 10,672 | 24,454 | 1,147 | 33,919 | ||||
Income tax provision | 3,986 | 6,702 | 3,176 | 9,756 | ||||
Net income (loss) | 6,686 | $ (15,388) | $ 6,673 | 17,752 | $ 3,591 | $ 2,820 | (2,029) | 24,163 |
Other comprehensive income (loss): | ||||||||
Change in foreign currency translation adjustment | 2,467 | (1,664) | (1,408) | (1,736) | ||||
Total comprehensive income (loss) | $ 9,153 | $ 16,088 | $ (3,437) | $ 22,427 | ||||
Net income (loss) per share: | ||||||||
Basic | $ 0.04 | $ 0.11 | $ (0.01) | $ 0.15 | ||||
Diluted | $ 0.04 | $ 0.11 | $ (0.01) | $ 0.15 | ||||
Weighted average shares used in per share calculation: | ||||||||
Basic outstanding | 161,744 | 158,610 | 161,460 | 157,514 | ||||
Diluted outstanding | 162,568 | 163,705 | 161,460 | 160,723 | ||||
Service Revenue | ||||||||
Total revenue | $ 82,980 | $ 110,757 | $ 245,292 | $ 311,884 | ||||
Cost of revenue | 907 | 1,388 | 3,139 | 4,390 | ||||
Product Sales | ||||||||
Total revenue | 13,928 | 17,483 | 48,138 | 24,392 | ||||
Cost of revenue | $ 7,088 | $ 7,238 | $ 24,838 | $ 10,432 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Common StockPlatinum Stockholder | Common Stock Contingent Consideration | Common Stock Contingent ConsiderationPlatinum Stockholder | Additional Paid-in Capital | Additional Paid-in CapitalPlatinum Stockholder | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment | Accumulated Other Comprehensive Loss |
Beginning Balance at Dec. 31, 2018 | $ 302,056 | $ (257) | $ 16 | $ 73,150 | $ 348,017 | $ (113,306) | $ (257) | $ (5,821) | |||
Beginning Balance (in shares) at Dec. 31, 2018 | 156,057 | ||||||||||
Net income (loss) | 2,820 | 2,820 | |||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201409Member | us-gaap:AccountingStandardsUpdate201409Member | |||||||||
Adjustment to equity infusion from Gores | (6,205) | (6,205) | |||||||||
Adjustment to tax receivable agreement liability | 2,940 | 2,940 | |||||||||
Stock-based compensation | 2,143 | 2,143 | |||||||||
Other comprehensive income (loss),net of tax | 1,324 | 1,324 | |||||||||
Ending Balance at Mar. 31, 2019 | 304,821 | $ 16 | 73,150 | 346,895 | (110,743) | (4,497) | |||||
Ending Balance (in shares) at Mar. 31, 2019 | 156,057 | ||||||||||
Beginning Balance at Dec. 31, 2018 | 302,056 | $ (257) | $ 16 | 73,150 | 348,017 | (113,306) | $ (257) | (5,821) | |||
Beginning Balance (in shares) at Dec. 31, 2018 | 156,057 | ||||||||||
Net income (loss) | 24,163 | ||||||||||
Ending Balance at Sep. 30, 2019 | 327,591 | $ 16 | 54,862 | 369,670 | (89,400) | (7,557) | |||||
Ending Balance (in shares) at Sep. 30, 2019 | 158,610 | ||||||||||
Beginning Balance at Mar. 31, 2019 | 304,821 | $ 16 | 73,150 | 346,895 | (110,743) | (4,497) | |||||
Beginning Balance (in shares) at Mar. 31, 2019 | 156,057 | ||||||||||
Net income (loss) | 3,591 | 3,591 | |||||||||
Earn-out shares issued to Platinum Stockholder | $ (18,288) | $ 18,288 | |||||||||
Earn-out shares issued to Platinum Stockholder (in shares) | 2,500 | ||||||||||
Vesting of restricted stock units (RSUs) (in shares) | 53 | ||||||||||
Stock-based compensation | 2,812 | 2,812 | |||||||||
Other comprehensive income (loss),net of tax | (1,396) | (1,396) | |||||||||
Ending Balance at Jun. 30, 2019 | 309,828 | $ 16 | 54,862 | 367,995 | (107,152) | (5,893) | |||||
Ending Balance (in shares) at Jun. 30, 2019 | 158,610 | ||||||||||
Net income (loss) | 17,752 | 17,752 | |||||||||
Adjustment to equity infusion from Gores | (796) | (796) | |||||||||
Stock-based compensation | 2,471 | 2,471 | |||||||||
Other comprehensive income (loss),net of tax | (1,664) | (1,664) | |||||||||
Ending Balance at Sep. 30, 2019 | 327,591 | $ 16 | 54,862 | 369,670 | (89,400) | (7,557) | |||||
Ending Balance (in shares) at Sep. 30, 2019 | 158,610 | ||||||||||
Beginning Balance at Dec. 31, 2019 | 339,347 | $ (694) | $ 16 | 54,862 | 367,266 | (80,220) | $ (694) | (2,577) | |||
Beginning Balance (in shares) at Dec. 31, 2019 | 159,150 | ||||||||||
Net income (loss) | 6,673 | 6,673 | |||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | us-gaap:AccountingStandardsUpdate201613Member | |||||||||
Earn-out shares issued to Platinum Stockholder | $ (18,287) | $ 18,287 | |||||||||
Earn-out shares issued to Platinum Stockholder (in shares) | 2,500 | ||||||||||
Vesting of restricted stock units (RSUs) (in shares) | 42 | ||||||||||
Payment of employee tax withholding related to RSUs vesting | (327) | (327) | |||||||||
Stock-based compensation | 2,768 | 2,768 | |||||||||
Other comprehensive income (loss),net of tax | (3,367) | (3,367) | |||||||||
Ending Balance at Mar. 31, 2020 | 344,400 | $ 16 | 36,575 | 387,994 | (74,241) | (5,944) | |||||
Ending Balance (in shares) at Mar. 31, 2020 | 161,692 | ||||||||||
Beginning Balance at Dec. 31, 2019 | 339,347 | $ (694) | $ 16 | 54,862 | 367,266 | (80,220) | $ (694) | (2,577) | |||
Beginning Balance (in shares) at Dec. 31, 2019 | 159,150 | ||||||||||
Net income (loss) | (2,029) | ||||||||||
Ending Balance at Sep. 30, 2020 | 343,922 | $ 16 | 36,575 | 394,259 | (82,943) | (3,985) | |||||
Ending Balance (in shares) at Sep. 30, 2020 | 161,770 | ||||||||||
Beginning Balance at Mar. 31, 2020 | 344,400 | $ 16 | 36,575 | 387,994 | (74,241) | (5,944) | |||||
Beginning Balance (in shares) at Mar. 31, 2020 | 161,692 | ||||||||||
Net income (loss) | (15,388) | (15,388) | |||||||||
Vesting of restricted stock units (RSUs) (in shares) | 45 | ||||||||||
Payment of employee tax withholding related to RSUs vesting | (25) | (25) | |||||||||
Stock-based compensation | 3,271 | 3,271 | |||||||||
Other comprehensive income (loss),net of tax | (508) | (508) | |||||||||
Ending Balance at Jun. 30, 2020 | 331,750 | $ 16 | 36,575 | 391,240 | (89,629) | (6,452) | |||||
Ending Balance (in shares) at Jun. 30, 2020 | 161,737 | ||||||||||
Net income (loss) | 6,686 | 6,686 | |||||||||
Vesting of restricted stock units (RSUs) (in shares) | 33 | ||||||||||
Payment of employee tax withholding related to RSUs vesting | (134) | (134) | |||||||||
Stock-based compensation | 3,153 | 3,153 | |||||||||
Other comprehensive income (loss),net of tax | 2,467 | 2,467 | |||||||||
Ending Balance at Sep. 30, 2020 | $ 343,922 | $ 16 | $ 36,575 | $ 394,259 | $ (82,943) | $ (3,985) | |||||
Ending Balance (in shares) at Sep. 30, 2020 | 161,770 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS $ in Thousands | 9 Months Ended | |
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | |
Cash Flows from Operating Activities: | ||
Net (loss) income | $ (2,029) | $ 24,163 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 87,828 | 86,501 |
Amortization of deferred financing costs and discounts | 3,725 | 5,066 |
Impairment of property and equipment | 5,898 | |
Loss from tax receivable agreement adjustment | 4,446 | |
Credit loss expense | 10,628 | 5,347 |
Deferred income taxes | (3,920) | (9,426) |
Stock-based compensation | 9,192 | 7,426 |
Gain from third-party insurance proceeds | (1,400) | |
Installation and service parts expense | 704 | 1,055 |
Accretion expense | 197 | 269 |
Loss (gain) on disposal of assets | 174 | (13) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (58,913) | (26,353) |
Unbilled receivables | 3,866 | (2,117) |
Prepaid expenses and other current assets | 8,655 | (9,512) |
Accounts payable and accrued liabilities | (15,134) | 12,258 |
Other liabilities | (3,669) | (4,976) |
Net cash provided by operating activities | 44,350 | 95,586 |
Cash Flows from Investing Activities: | ||
Purchases of installation and service parts and property and equipment | (18,317) | (17,492) |
Cash proceeds from the sale of assets | 67 | 14 |
Net cash used in investing activities | (18,250) | (17,478) |
Cash Flows from Financing Activities: | ||
Repayment of long-term debt | (26,503) | (6,827) |
Payment of debt issuance costs | (960) | (299) |
Payment of employee tax withholding related to RSU vesting | (486) | |
Net cash used in financing activities | (27,949) | (7,126) |
Effect of exchange rate changes on cash and cash equivalents | (874) | (343) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (2,723) | 70,639 |
Cash, cash equivalents and restricted cash - beginning of period | 132,430 | 67,081 |
Cash, cash equivalents and restricted cash - end of period | 129,707 | 137,720 |
Supplemental cash flow information: | ||
Interest paid | 28,200 | 42,308 |
Income taxes paid, net of refunds | 8,736 | 23,870 |
Supplemental non-cash investing and financing activities: | ||
Reduction to tax receivable agreement liability | 2,940 | |
Gores equity infusion working capital adjustment payable to related party | 7,001 | |
Earn-out shares issued to Platinum Stockholder | 18,287 | 18,288 |
Additions to ARO, property and equipment, and other | 127 | 175 |
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end | $ 3,034 | $ 8,399 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business Verra Mobility Corporation (collectively with its subsidiaries, the “ Company Verra Mobility Gores IPO Nasdaq On June 21, 2018, Gores entered into an Agreement and Plan of Merger (as amended, the “ Merger Agreement ”) with Greenlight Holding II Corporation, PE Greenlight Holdings, LLC, AM Merger Sub I, Inc., a direct, wholly-owned subsidiary of Gores and AM Merger Sub II, LLC, a direct, wholly-owned subsidiary of Gores. On October 17, 2018, the transactions contemplated by the Merger Agreement (the “ Business Combination ”) were consummated. In connection with the closing of the Business Combination, Gores changed its name to Verra Mobility Corporation. As a result of the Business Combination, Verra Mobility Corporation became the owner, directly or indirectly, of all of the equity interests of Verra Mobility Holdings, LLC and its subsidiaries. Verra Mobility offers integrated technology solutions and services to commercial fleets, rental car companies and state and local governments. The Company has customers located throughout the United States, Canada and Europe. The Company is organized into two operating segments: Commercial Services and Government Solutions (see Note 16). The Commercial Services segment offers toll and violation management solutions for the commercial fleet and rental car industries by partnering with the leading fleet management and rental car companies in North America. Electronic toll payment services enable fleet drivers and rental car customers to use high-speed cashless toll lanes or all-electronic cashless toll roads. The service helps commercial fleets reduce toll management costs, while it provides rental car companies with a revenue-generating, value-added service for their customers. Electronic violation processing services reduce the cost and risk associated with vehicle-issued violations, such as toll, parking or camera-enforced tickets. Title and registration services offer title and registration processing for individuals, rental car companies and fleet management companies. In Europe, the Company provides violations processing through Euro Parking Collection plc (“ EPC Pagatelia The Government Solutions segment provides complete, end-to-end red-light, speed, school bus stop arm and bus lane enforcement solutions. The Company’s programs are designed to reduce traffic violations and resulting collisions, injuries, and fatalities. The Company implements and administers traffic safety programs for municipalities, counties, school districts and law enforcement agencies of all sizes. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2 . Significant Accounting Policies Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements include the accounts of the Company prepared in accordance with generally accepted accounting principles in the United States of America (“ GAAP Use of Estimates The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited interim condensed consolidated financial statements and accompanying notes. Significant items subject to such estimates and assumptions include the fair values assigned to net assets acquired (including identifiable intangibles) in business combinations, the carrying amounts of long-lived assets and goodwill, the carrying amount of installation and service parts, the allowance for credit loss, valuation allowances on deferred tax assets, asset retirement obligations, contingent consideration and the recognition and measurement of loss contingencies. Management believes that its estimates and assumptions are reasonable in the circumstances; however, actual results could differ materially from those estimates. Recent Accounting Pronouncements Accounting Standards Adopted In January 2017, the Financial Accounting Standards Board (“ FASB ASU Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment Goodwill and Intangible Assets In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, CECL The Company adopted the CECL standard as of January 1, 2020 through a cumulative effect adjustment of $0.7 million, net of tax, to the opening balance of accumulated deficit. The adjustment increased accumulated deficit and increased the allowance for credit loss accounts. Subsequent impacts to the allowance for credit loss have been recorded through the credit loss expense account included within selling, general and administrative expenses in our condensed consolidated statements of operations and as an allowance for credit loss on our condensed consolidated balance sheet. See Note 4, Accounts Receivable, Net Accounting Standards Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. On March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. |
Acquisition
Acquisition | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Acquisition | 3 . Acquisition Pagatelia Acquisition On October 31, 2019, the Company completed the acquisition of all of the outstanding shares of Pagatelia S.L., (“ Pagatelia The allocation of the purchase consideration is summarized as follows: ($ in thousands) Assets acquired Cash $ 1,086 Other assets 5,047 Trademark 771 Customer relationships 5,946 Developed technology 4,624 Non-compete agreements 440 Goodwill 17,528 Total assets acquired 35,442 Liabilities assumed Accounts payable and accrued expenses 6,045 Deferred tax liability 2,801 Total liabilities assumed 8,846 Total purchase price $ 26,596 Goodwill arising from Pagatelia was assigned to the Company’s Commercial Services segment and consists largely of the expected cash flows and future growth anticipated for the Company. The goodwill is not expected to be deductible for tax purposes. The customer relationships value was based on an excess earnings methodology utilizing projected cash flows. The trademark and the developed technology values were based on a relief-from-royalty method. The non-compete agreement values were based on the with-or-without method. The trademark, customer relationships, developed technology and non-compete agreements were assigned useful lives of 8.5 years, 9.5 years, 6.5 years and 3 years, respectively. The Company did not provide pro forma financial information for Pagatelia as it was not material. |
Accounts Receivable, Net
Accounts Receivable, Net | 9 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
Accounts Receivable, Net | 4. Accounts Receivable, Net Accounts receivable are uncollateralized customer obligations arising from the sale of products or services. Accounts receivable have normal trade terms less than one year and are initially stated at the amounts billed to the customers. Accounts receivable are subsequently measured at amortized cost net of allowance for credit loss. The Company reviews historical loss rates, customer payment trends and collection rates on customer balances in accordance with the CECL standard. Estimated loss rates are developed as of the balance sheet date using historical credit loss experience, adjusted for future expectations using probability-weighted assumptions about potential outcomes. Receivables are written off against the allowance for credit loss when it is probable that amounts will not be collected based on terms of the customer contracts, and subsequent recoveries reverse the previous write-off and apply to the receivable in the period recovered. The Company periodically evaluates the adequacy of its allowance for expected credit losses by comparing its actual historical write-offs to its previously recorded estimates, and adjusts appropriately. The Company identified portfolio segments based on the type of business, industry in which the customer operates and historical credit loss patterns . The following presents by portfolio segment a ccounts receivable, net and the activity in the a llowance for credit loss for the nine months ended September 30 , 2020 : ($ in thousands) Commercial Services (Driver-billed) (1) Commercial Services (All other) Government Solutions Total Accounts receivable, net at January 1, 2020 (2) $ 9,793 $ 51,158 $ 31,744 $ 92,695 Allowance for credit loss at January 1, 2020 (2) $ 5,272 $ 1,406 $ 1,778 $ 8,456 Credit loss expense 4,063 4,180 2,385 10,628 Write-offs, net of recoveries (7,967 ) (344 ) (627 ) (8,938 ) Allowance for credit loss at September 30, 2020 $ 1,368 $ 5,242 $ 3,536 $ 10,146 Accounts receivable, net at September 30, 2020 $ 8,909 $ 53,866 $ 78,244 $ 141,019 (1) Driver-billed consists of receivables from drivers of rental cars and fleet management companies for which the Company bills on behalf of its customers. (2) This includes a $0.8 million increase to allowance for credit loss as a result of adopting the CECL standard. The allowance for credit loss at September 30, 2020 reflects a $1.9 million reduction to the credit loss expense for the nine months ended September 30, 2020, due to an adjustment for receivables that are no longer subject to the risk of nonpayment from one of our Commercial Services (All other) customers who filed for Chapter 11 bankruptcy. Concentration of Credit Risk Significant customers are those which represent more than 10% of the Company’s total revenue and accounts receivable. Revenue from one of the Government Solutions customers as a percent of total revenue is presented below for the three and nine months ended September 30, 2020 and 2019, respectively: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 City of New York Department of Transportation 32.7 % 20.3 % 32.0 % 14.1 % As of September 30, 2020, the City of New York Department of Transportation (“ NYCDOT Legacy Contract Emergency Contract Significant customer revenue generated through the Company’s Commercial Services partners as a percent of total revenue is presented below for the three and nine months ended September 30, 2020 and 2019, respectively: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Hertz Corporation 10.4 % 19.3 % 12.1 % 19.1 % Avis Budget Group, Inc. 9.3 % 15.9 % 9.5 % 14.2 % Enterprise Holdings, Inc. 13.4 % 12.8 % 10.9 % 13.4 % |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 9 Months Ended |
Sep. 30, 2020 | |
Prepaid Expense And Other Assets Current [Abstract] | |
Prepaid Expenses and Other Current Assets | 5 . Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following at: ($ in thousands) September 30, 2020 December 31, 2019 Prepaid tolls $ 7,214 $ 10,116 Prepaid services 4,014 5,201 Deposits 3,627 3,642 Prepaid computer maintenance 2,744 2,923 Prepaid supplies 2,373 682 Photo enforcement equipment held for sale 1,910 1,410 Gain from third-party insurance proceeds 1,400 — Prepaid insurance 935 1,485 Prepaid income taxes 330 1,025 Other 167 7 Total prepaid expenses and other current assets $ 24,714 $ 26,491 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 6 . Goodwill and Intangible Assets The following table presents the changes in the carrying amount of goodwill by reportable segment: Commercial Government ($ in thousands) Services Solutions Total Balance at December 31, 2019 $ 424,404 $ 159,746 $ 584,150 Foreign currency translation adjustment (809 ) — (809 ) Balance at September 30, 2020 $ 423,595 $ 159,746 $ 583,341 Intangible assets consist of the following as of the respective period-ends: September 30, 2020 December 31, 2019 Weighted Weighted Average Gross Average Gross Remaining Carrying Accumulated Remaining Carrying Accumulated ($ in thousands) Useful Life Amount Amortization Useful Life Amount Amortization Trademarks 0.6 years $ 32,114 $ 26,798 1.5 years $ 32,127 $ 19,106 Non-compete agreements 2.3 years 62,557 34,263 3.0 years 62,549 24,834 Customer relationships 6.1 years 366,160 113,683 6.9 years 366,533 82,903 Developed technology 2.6 years 165,698 88,259 3.3 years 165,708 65,631 Gross carrying value of intangible assets 626,529 $ 263,003 626,917 $ 192,474 Less: accumulated amortization (263,003 ) (192,474 ) Intangible assets, net $ 363,526 $ 434,443 Amortization expense was $23.6 million and $23.1 million for the three months ended September 30, 2020 and 2019, respectively, and was $70.6 million and $69.4 million for the nine months ended September 30, 2020 and 2019, respectively. Estimated amortization expense in future years is expected to be: ($ in thousands) Remainder of 2020 $ 23,395 2021 85,475 2022 80,747 2023 52,236 2024 41,749 Thereafter 79,924 Total $ 363,526 Interim Goodwill Impairment Review During the fourth quarter of each fiscal year, we perform our annual goodwill impairment test for each of our reporting units. Our reporting units are the same as our two reportable segments (Government Solutions and Commercial Services). We also test goodwill for impairment whenever events or circumstances occur which, in our judgment, could more likely than not reduce the fair value of one or more reporting units below its carrying amount. Potential impairment indicators include, but are not limited to (i) a deterioration of the business environments in which we operate; (ii) downward revisions to internal forecasts, and the magnitude thereof, if any; and (iii) declines in our market capitalization below our book value, and the magnitude and duration of those declines, if any. During the first half of fiscal 2020, our market capitalization declined significantly compared to December 31, 2019. Over the same period, the equity value of our key Commercial Services customers, our peer group companies and the overall U.S. stock market also declined significantly amid market volatility. These declines were driven by the uncertainty surrounding the outbreak of the novel coronavirus (“ COVID-19 Based upon the results of our interim impairment tests as of March 31, 2020 and June 30, 2020, we concluded that the fair values of the Government Solutions and Commercial Services reporting units exceeded their carrying values. As of September 30, 2020, we concluded there were no interim indicators of impairment. The current economic conditions due to COVID-19 are still evolving and any significant adverse changes in future periods to our internal forecasts or the external market conditions, if any, could reasonably be expected to negatively affect our key assumptions and may result in a future goodwill impairment charge, which could be material. |
Impairment of Other Long-Lived
Impairment of Other Long-Lived Assets | 9 Months Ended |
Sep. 30, 2020 | |
Asset Impairment Charges [Abstract] | |
Impairment of Other Long-Lived Assets | 7 . Impairment of Other Long-Lived Assets The Company reviews its other long-lived assets for impairment (including intangible assets with finite useful lives) whenever events or circumstances indicate that the carrying value of an asset or asset group may not be fully recoverable. The Company assesses recoverability by comparing the estimated undiscounted future cash flows expected to be generated by the asset or asset group with its carrying value. If the carrying value of the asset or asset group exceeds the estimated undiscounted future cash flows, an impairment loss is recognized for the difference between the estimated fair value of the asset or asset group and its carrying value. At September 30, 2020, there were no events or circumstances that would indicate that the carrying values of our other long-lived assets may not be recoverable. The state of Texas passed legislation as of June 1, 2019 to ban red-light photo enforcement programs across the state, with certain carve-outs for some existing programs. The Company considered this event an indicator for potential impairment and, as such, evaluated the recoverability of property and equipment used in the operations of red-light photo enforcement programs in Texas. As a result, the Company recognized an impairment charge in the Government Solutions segment of $5.9 million for the nine months ended September 30, 2019, which is included in impairment of property and equipment in the condensed consolidated statements of operations. |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 30, 2020 | |
Payables And Accruals [Abstract] | |
Accrued Liabilities | 8 . Accrued Liabilities Accrued liabilities consist of the following at: ($ in thousands) September 30, 2020 December 31, 2019 Current portion of related party TRA liability $ 4,636 $ 5,730 Accrued salaries and wages 3,313 10,319 Current portion of operating lease liabilities 3,137 2,970 Advanced deposits payable 2,820 2,875 Payroll liabilities 1,378 149 Accrued sales commissions 567 612 Restricted cash due to customers 549 917 Accrued interest payable 170 210 Other 739 1,495 Total accrued liabilities $ 17,309 $ 25,277 |
Long-term Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Long-term Debt | 9 . Long-term Debt The following table provides a summary of the Company’s long-term debt at: ($ in thousands) September 30, 2020 December 31, 2019 First Lien Term Loan, due February 28, 2025 $ 867,918 $ 894,421 Less: original issue discounts (4,218 ) (4,778 ) Less: unamortized deferred financing costs (20,972 ) (23,178 ) Total long-term debt 842,728 866,465 Less: current portion of long-term debt (9,104 ) (28,779 ) Total long-term debt, net of current portion $ 833,624 $ 837,686 In connection with an acquisition in 2018, VM Consolidated, Inc., a wholly-owned subsidiary of the Company, entered into a First Lien Term Loan Credit Agreement (the “ First Lien Term Loan Second Lien Term Loan ”), (collectively the “ Term Loans ”) and a Revolving Credit Facility Agreement (the “ Revolver ”) with a syndicate of lenders (collectively, the “ 2018 Credit Facilities ”). The 2018 Credit Facilities initially provided for committed senior secured financing of $1.115 billion, consisting of the Term Loans in an aggregate principal amount of $1.04 billion and the Revolver available for loans and letters of credit with an aggregate revolving commitment of up to $75 million (subject to borrowing eligibility requirements as described below). . The First Lien Term Loan is repayable at 1.0% per annum of the amount initially borrowed, paid in quarterly installments. The First Lien Term Loan matures on February 28, 2025. The Company refinanced the entire outstanding amount under the First Lien Term Loan on February 20, 2020 which reduced the previous applicable margin by 50 basis points. The First Lien Term Loan now bears interest based, at our option, on either (1) LIBOR plus an applicable margin of 3.25% per annum, or (2) an alternate base rate plus an applicable margin of 2.25% per annum. As of September 30, 2020, the interest rate on the First Lien Term Loan was 3.4%. In addition, the First Lien Term Loan requires mandatory prepayments equal to the product of the excess cash flows of the Company (as defined in the loan agreement) and the applicable prepayment percentages (calculated as of the last day of the fiscal year, beginning with the year ending December 31, 2019), as set forth in the following table: Consolidated first lien net leverage ratio (as defined by the First Lien Term Loan agreement) Applicable prepayment percentage > 3.70:1.00 50% < 25% < 0% The Company made a $19.7 million mandatory prepayment of excess cash flow during the first quarter of fiscal 2020, which was classified as current portion of long-term debt in the condensed consolidated balance sheet at December 31, 2019. The Revolver matures on February 28, 2023. The terms of the Revolver were not affected by the refinancing of the First Lien Term Loan discussed above. Borrowing eligibility under the Revolver is subject to a monthly borrowing base calculation based on (i) certain percentages of eligible accounts receivable and inventory, less (ii) certain reserve items, including outstanding letters of credit and other reserves. The Revolver bears interest on either (1) LIBOR plus an applicable margin, or (2) an alternate base rate, plus an applicable margin. The margin percentage applied to (1) LIBOR is either 1.25%, 1.50%, or 1.75%, or (2) the base rate is either 0.25%, 0.50%, or 0.75%, depending on the Company’s average availability to borrow under the commitment. At September 30, 2020, the Company had no outstanding borrowings on the Revolver and availability to borrow under the Revolver was $44.0 million, net of $6.3 million of outstanding letters of credit. Interest on the unused portion of the Revolver is payable quarterly at 0.375%, and the Company is also required to pay participation and fronting fees at 1.38% on $6.3 million of outstanding letters of credit as of September 30, 2020. All borrowings and other extensions of credits under the 2018 Credit Facilities are subject to the satisfaction of customary conditions and restrictive covenants including absence of defaults and accuracy in material respects of representations and warranties. At September 30, 2020, the Company was compliant with the 2018 Credit Facilities covenants. Substantially all of the Company’s assets are pledged as collateral to secure the Company’s indebtedness under the 2018 Credit Facilities. The Company recorded interest expense, including amortization of deferred financing costs and discounts, of $9.6 million and $14.9 million for the three months ended September 30, 2020 and 2019, respectively, and $31.6 million and $46.6 million for the nine months ended September 30, 2020 and 2019, respectively. In connection with the refinancing of the First Lien Term Loan in February 2020, which the Company determined was to be accounted for as a modification, the Company incurred $0.8 million of lender fees which were capitalized as deferred financing costs and amortized over the remaining life of the First Lien Term Loan, and $0.2 million of legal fees that were expensed as selling, general and administrative expenses on the condensed consolidated statement of operations. The weighted average effective interest rates on the Company’s outstanding borrowing under the 2018 Credit Facilities were 3.4% and 5.5% at September 30, 2020 and December 31, 2019, respectively. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 10 . Fair Value of Financial Instruments ASC Topic 820, Fair Value Measurement, Level 1 – Fair value is based on observable inputs such as quoted prices for identical assets or liabilities in active markets. Level 2 – Fair value is determined using quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active or inputs other than quoted prices that are directly or indirectly observable. Level 3 – Fair value is determined using one or more significant inputs that are unobservable in active markets at the measurement date, such as a pricing model, discounted cash flow, or similar technique. The carrying amounts reported in the Company’s condensed consolidated balance sheets for cash, accounts receivable, accounts payable and accrued expenses approximate fair value due to the immediate to short-term maturity of these financial instruments. The estimated fair value of the Company’s First Lien Term Loan as of September 30, 2020 and December 31, 2019 was categorized in Level 2 of the fair value hierarchy and was calculated based upon available market information. The carrying value and fair value of long-term debt is as follows: Level in September 30, 2020 December 31, 2019 Fair Value Carrying Estimated Carrying Estimated ($ in thousands) Hierarchy Amount Fair Value Amount Fair Value Total long-term debt 2 $ 842,728 $ 854,899 $ 866,465 $ 905,601 |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | 1 1 . Net Income (Loss) Per Share Basic net income (loss) per share is calculated by dividing net income (loss) by the weighted average shares outstanding during the period, without consideration of common stock equivalents. Diluted net income (loss) per share is calculated by adjusting the weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, determined using the treasury-stock method. The components of basic and diluted net income (loss) per share are as follows: Three Months Ended September 30, Nine Months Ended September 30, (In thousands, except per share data) 2020 2019 2020 2019 Numerator: Net income (loss) $ 6,686 $ 17,752 $ (2,029 ) $ 24,163 Denominator: Weighted average shares - basic 161,744 158,610 161,460 157,514 Common stock equivalents 824 5,095 — 3,209 Weighted average shares - diluted 162,568 163,705 161,460 160,723 Net income (loss) per share - basic $ 0.04 $ 0.11 $ (0.01 ) $ 0.15 Net income (loss) per share - diluted $ 0.04 $ 0.11 $ (0.01 ) $ 0.15 Antidilutive shares excluded from diluted net income (loss) per share (1) Contingently issuable shares (2) 5,000 7,500 5,000 8,571 Warrants 20,000 — 20,000 6,667 Non-qualified stock options 689 — 668 — Performance share units 115 — 115 — Restricted stock units 447 — 3,186 29 Total antidilutive shares excluded 26,251 7,500 28,969 15,267 (1) These amounts represent the weighted average antidilutive shares for the three months ended September 30, 2020 and 2019, and for the nine months ended September 30, 2019. The amounts represent the total antidilutive shares outstanding for the nine months ended September 30, 2020. (2) Contingently issuable shares relate to the earn-out agreement as discussed in Note 14, Related Party Transactions |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 1 2 . Income Taxes Our interim income tax provision is determined using an estimated annual effective tax rate, adjusted for discrete items arising in that period. The estimated annual effective tax rate requires judgment and is dependent upon several factors. We provide for income taxes under the liability method. This approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of differences between the tax basis of assets or liabilities and their carrying amounts in the financial statements. We provide a valuation allowance for deferred tax assets if it is more likely than not that these items will expire before we are able to realize their benefit. We calculate the valuation allowance in accordance with the authoritative guidance relating to income taxes, which requires an assessment of both positive and negative evidence regarding the realizability of these deferred tax assets, when measuring the need for a valuation allowance. Significant judgment is required in determining any valuation allowance against deferred tax assets. In December 2019, COVID-19 emerged in China and has since spread throughout the world causing severe disruption to the global economy. On March 11, 2020, the World Health Organization declared COVID-19 a pandemic. CARES Act Our effective income tax rate was 37.4% and 27.4% for the three months ended September 30, 2020 and 2019, respectively, and 276.9% and 28.8% for the nine months ended September 30, 2020 and 2019, respectively. The effective tax rate change was primarily due to lower pre-tax income in the current year, resulting in the Company’s permanent book and tax differences having a proportionately greater impact on the effective tax rate in the current year. The total amount of unrecognized tax benefits decreased by $1.0 million during the nine months ended September 30, 2020 primarily from the statute expiration of prior year tax positions. As of September 30, 2020, the total amount of unrecognized tax benefits was $0.8 million, of which $0.2 million would affect our effective tax rate if recognized. We recognize interest and penalties related to unrecognized tax benefits through income tax expense. As of September 30, 2020, we had less than $0.1 million accrued for the payment of interest and penalties. The Company is subject to examination by the Internal Revenue Service and taxing authorities in various states. The Company’s U.S. federal income tax returns remain subject to examination by tax authorities for the years 2016 to 2019. The Company’s state income tax returns are under examination by certain states for tax years 2015 to 2017, and other state income tax returns are subject to examination for tax years 2014 to 2019. Tax returns for years prior to 2014 remain open in a number of states due to tax attributes generated but not yet utilized. The Company regularly assesses the likelihood of tax deficiencies in each of the tax jurisdictions and, accordingly, makes appropriate adjustments to the tax provision as deemed necessary. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 1 3 . Stock-Based Compensation The following details the components of stock-based compensation for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, ($ in thousands) 2020 2019 2020 2019 Operating expenses $ 183 $ 138 $ 697 $ 614 Selling, general and administrative expenses 2,970 2,333 8,495 6,812 Total stock-based compensation expense $ 3,153 $ 2,471 $ 9,192 $ 7,426 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 1 4 . Related Party Transactions Tax Receivable Agreement At the closing of the Business Combination, the Company entered into a tax receivable agreement (“ TRA Platinum Stockholder The Company recorded a $4.4 million increase to the payable to related party pursuant to tax receivable agreement with an offsetting charge to loss from tax receivable agreement adjustment in the condensed consolidated statements of operations for the nine months ended September 30, 2020. The adjustment reflects the impact of an increase to the Company’s deferred tax rate arising from higher estimated state tax rates due to a change in apportionment. At September 30, 2020 TRA was approximately $ 70.2 million of which $ 4.6 million was the current portion included in a ccrued liabilities and $ million included in p ayable to related party pursuant to tax receivable agreement on the condensed consolidated balance sheets. Earn-Out Agreement Under the Merger Agreement, the Platinum Stockholder is entitled to receive additional shares of Class A Common Stock (the “ Earn-Out Shares” ) if the volume weighted average closing sale price of one share of Class A Common Stock on Nasdaq exceeds certain thresholds for a period of at least 10 days out of 20 consecutive trading days at any time during the five-year Business Combination (the “ Common Stock Price ”). The Earn-Out Shares are issued by the Company to the Platinum Stockholder as follows: Common Stock Price thresholds One-time issuance of shares > $13.00 (a) 2,500,000 > $15.50 (a) 2,500,000 > $18.00 2,500,000 > $20.50 2,500,000 (a) The first and second tranches of Earn-Out Shares have been issued, as discussed below. If any of the Common Stock Price thresholds above (each, a “ Triggering Event ”) are not achieved within the five-year period following the closing of the Business Combination , the Company will not be required to issue the Earn-Out Shares in respect of such Common Stock Price threshold. In no event shall the Platinum Stockholder be entitled to receive more than an aggregate of 10,000,000 Earn-Out Shares. If, during the earn-out period, there is a change of control (as defined in the Merger Agreement) that will result in the holders of Greenlight Acquisition Corporation (“ Parent ”) Class A Common Stock receiving a per share price equal to or in excess of the applicable Common Stock Price required in connection with any Triggering Event (an “ Acceleration Event ”), then immediately prior to the consummation of such change of control: (a) any such Triggering Event that has not previously occurred shall be deemed to have occurred; and (b) Parent shall issue the applicable Earn-Out Shares to the cash consideration stockholders (as defined in the Merger Agreement) (in accordance with their respective pro rata cash share), and the recipients of the issued Earn-Out Shares shall be eligible to participate in such change of control. The Company estimated the original fair value of the contingently issuable shares to be $73.15 million, of which $36.6 million remains contingently issuable as of September 30, 2020. The estimated value is not subject to future revisions during the five-year period discussed above. The Company used a Monte Carlo simulation option-pricing model to arrive at its original estimate. Each tranche was valued separately giving specific consideration to the tranche’s price target. The simulation considered volatility and risk-free rates utilizing a peer group based on a five-year term. This was initially recorded as a distribution to shareholders and was presented as common stock contingent consideration. Upon the occurrence of a Triggering Event, any issuable shares would be transferred from common stock contingent consideration to common stock and additional paid-in capital accounts. Any contingently issuable shares not issued as a result of a Triggering Event not being attained by the end of earn-out period will be canceled. On April 26, 2019 and on January 27, 2020, the Triggering Events for the issuance of the first and second tranches of Earn-Out Shares occurred, as the volume weighted average closing sale price per share of the Company’s Class A Common Stock as of that date had been greater than $13.00 and $15.50, respectively, for 10 out of 20 consecutive trading days. These Triggering Events resulted in the issuance of an aggregate 5,000,000 shares of the Company’s Class A Common Stock to the Platinum Stockholder and an increase in the Company’s common stock and additional paid-in capital accounts of $36.6 million, with a corresponding decrease to the common stock contingent consideration account. |
Commitment and Contingencies
Commitment and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 1 5 . Commitments and Contingencies The Company has issued various letters of credit under contractual arrangements with certain of its vendors and customers. Outstanding letters of credit under these arrangements totaled $6.3 million at September 30, 2020. The Company has non-cancelable purchase commitments to certain vendors. The aggregate non-cancelable purchase commitments outstanding at September 30, 2020 were $8.1 million. The Company is subject to tax audits in the normal course of business and does not have material contingencies recorded related to such audits. Customer Guarantee In the ordinary course of business, the Company occasionally employs contract terms that mitigate the customer’s risk of aggregate revenue decline in connection with the customer’s adoption of additional or changes to service models within its existing portfolio. These agreements require the customer to satisfy numerous conditions to trigger payment, including volume metrics and other operational requirements. The Company has one such guarantee outstanding for the one-year Exit Activities We commenced exit activities related to severance and other employee separation costs during the three and nine months ended September 30, 2020. We expensed $0.6 million and $1.1 million for the three and nine months ended September 30, 2020, respectively, as selling, general and administrative expenses on the condensed consolidated statements of operations. We accrued $0.3 million as of September 30, 2020, the majority of which related to the Commercial Services segment. The Company expects to pay the amount before the end of fiscal 2020. Legal Proceedings The Company is subject to legal and regulatory actions that arise from time to time in the ordinary course of business. The Company records a liability when it believes it is probable a loss will be incurred and the amount of loss or range of loss can be reasonably estimated. The assessment as to whether a loss is probable, reasonably possible or remote, and as to whether a loss or a range of such loss is estimable, often involves significant judgment about future events. The Company has determined that resolution of pending matters is not probable to have a material adverse impact on its condensed consolidated results of operations, cash flows, or financial position, and accordingly, no material contingency accruals are recorded. However, the outcome of litigation is inherently uncertain. As additional information becomes available, the Company reassesses the potential liability. HTA Settlement Agreement During the quarter ended September 30, 2020, we entered into a Settlement and Release Agreement with the former owners of Highway Toll Administration, LLC (the “ HTA Settlement Agreement |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting | 1 6 . Segment Reporting The Company has two operating and reportable segments, Commercial Services and Government Solutions. Commercial Services offers toll and violation management solutions and title and registration services to commercial fleet vehicle owners, rental car companies and violation-issuing authorities . Government Solutions implements and administers traffic safety programs and products for municipalities and local government agencies of all sizes. The Company’s Chief Operating Decision Maker function (“ CODM ”) is comprised of the Company’s CEO and certain defined representatives of the Company’s executive management team. The Company’s CODM monitors operating performance, allocates resources and deploys capital based on these Segment performance is based on revenues and income (loss) from operations before depreciation, amortization, gain (loss) on disposal of assets, net, and stock-based compensation. The measure also excludes interest expense, net, income taxes and certain other transactions, and is inclusive of other income, net. The tables below refer to this measure as Segment profit (loss). The aforementioned items are not indicative of operating performance, and, as a result are not included in the measures that are reviewed by the CODM for the segments. Other income, net consists primarily of credit card rebates earned on the prepayment of tolling transactions and is therefore included in Segment profit (loss). There are no significant non-cash items reported in Segment profit (loss). The following tables set forth financial information by segment for the respective periods: For the Three Months Ended September 30, 2020 Commercial Government Corporate ($ in thousands) Services Solutions and Other Total Service revenue $ 44,153 $ 38,827 $ — $ 82,980 Product sales — 13,928 — 13,928 Total revenue 44,153 52,755 — 96,908 Cost of service revenue 554 353 — 907 Cost of product sales — 7,088 — 7,088 Operating expenses 11,796 14,565 — 26,361 Selling, general and administrative expenses 5,920 8,107 514 14,541 Other income, net (4,949 ) (33 ) — (4,982 ) Segment profit (loss) $ 30,832 $ 22,675 $ (514 ) $ 52,993 Segment profit (loss) $ 30,832 $ 22,675 $ (514 ) $ 52,993 Depreciation and amortization — — 29,419 29,419 Loss on disposal of assets, net 11 160 — 171 Stock-based compensation — — 3,153 3,153 Interest expense, net — — 9,578 9,578 Income (loss) before income tax provision $ 30,821 $ 22,515 $ (42,664 ) $ 10,672 For the Three Months Ended September 30, 2019 Commercial Government Corporate ($ in thousands) Services Solutions and Other Total Service revenue $ 77,633 $ 33,124 $ — $ 110,757 Product sales — 17,483 — 17,483 Total revenue 77,633 50,607 — 128,240 Cost of service revenue 1,064 324 — 1,388 Cost of product sales — 7,238 — 7,238 Operating expenses 17,777 15,050 — 32,827 Selling, general and administrative expenses 10,407 8,266 287 18,960 Other income, net (2,672 ) (55 ) — (2,727 ) Segment profit (loss) $ 51,057 $ 19,784 $ (287 ) $ 70,554 Segment profit (loss) $ 51,057 $ 19,784 $ (287 ) $ 70,554 Depreciation and amortization — — 28,697 28,697 Stock-based compensation — — 2,471 2,471 Interest expense, net — — 14,932 14,932 Income (loss) before income tax provision $ 51,057 $ 19,784 $ (46,387 ) $ 24,454 For the Nine Months Ended September 30, 2020 Commercial Government Corporate ($ in thousands) Services Solutions and Other Total Service revenue $ 132,667 $ 112,625 $ — $ 245,292 Product sales — 48,138 — 48,138 Total revenue 132,667 160,763 — 293,430 Cost of service revenue 2,007 1,132 — 3,139 Cost of product sales — 24,838 — 24,838 Operating expenses 39,076 45,729 — 84,805 Selling, general and administrative expenses 29,495 24,926 1,302 55,723 Other income, net (9,345 ) (85 ) — (9,430 ) Segment profit (loss) $ 71,434 $ 64,223 $ (1,302 ) $ 134,355 Segment profit (loss) $ 71,434 $ 64,223 $ (1,302 ) $ 134,355 Depreciation and amortization — — 87,828 87,828 Loss on disposal of assets, net 16 158 — 174 Loss from tax receivable agreement adjustment — — 4,446 4,446 Stock-based compensation — — 9,192 9,192 Interest expense, net — — 31,568 31,568 Income (loss) before income tax provision $ 71,418 $ 64,065 $ (134,336 ) $ 1,147 For the Nine Months Ended September 30, 2019 Commercial Government Corporate ($ in thousands) Services Solutions and Other Total Service revenue $ 208,312 $ 103,572 $ — $ 311,884 Product sales — 24,392 — 24,392 Total revenue 208,312 127,964 — 336,276 Cost of service revenue 2,843 1,547 — 4,390 Cost of product sales — 10,432 — 10,432 Operating expenses 49,595 43,889 — 93,484 Selling, general and administrative expenses 30,798 23,677 1,422 55,897 Other income, net (8,150 ) (129 ) — (8,279 ) Segment profit (loss) $ 133,226 $ 48,548 $ (1,422 ) $ 180,352 Segment profit (loss) $ 133,226 $ 48,548 $ (1,422 ) $ 180,352 Depreciation and amortization — — 86,501 86,501 Gain on disposal of assets, net — (13 ) — (13 ) Impairment of property and equipment — 5,898 — 5,898 Stock-based compensation — — 7,426 7,426 Interest expense, net — — 46,621 46,621 Income (loss) before income tax provision $ 133,226 $ 42,663 $ (141,970 ) $ 33,919 |
Guarantor_Non-Guarantor Financi
Guarantor/Non-Guarantor Financial Information | 9 Months Ended |
Sep. 30, 2020 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Guarantor/Non-Guarantor Financial Information | 1 7 . Guarantor/Non-Guarantor Financial Information VM Consolidated, Inc., a wholly-owned subsidiary of the Company, is the lead borrower of the First Lien Term Loan and the Revolver. VM Consolidated, Inc. is owned by the Company through a series of holding companies that ultimately end with the Company. VM Consolidated, Inc. is wholly-owned by Greenlight Acquisition Corporation The following financial information presents the condensed consolidated balance sheets as of September 30, 2020 and the related condensed consolidated statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2020 and c onde nsed consolidated statements of cash f lows for the nine months ended September 30 , 2020 for the Company, combined guarantor subsidiar y and combined non-guarantor subsidiaries. Verra Mobility Corporation and Subsidiaries Condensed Consolidated Balance Sheets at September 30, 2020 (Unaudited) ($ in thousands) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ 109,881 $ 19,277 $ — $ 129,158 Restricted cash — 549 — — 549 Accounts receivable (net of allowance for credit loss of $10.1 million ) — 137,081 3,938 — 141,019 Unbilled receivables — 14,924 1,221 — 16,145 Investment in subsidiary 174,663 75,252 — (249,915 ) — Prepaid expenses and other current assets — 21,859 2,855 — 24,714 Total current assets 174,663 359,546 27,291 (249,915 ) 311,585 Installation and service parts, net — 6,916 — — 6,916 Property and equipment, net — 68,894 4,261 — 73,155 Operating lease assets — 30,238 310 — 30,548 Intangible assets, net — 337,906 25,620 — 363,526 Goodwill — 524,766 58,575 — 583,341 Due from affiliates 169,259 — — (169,259 ) — Other non-current assets — 2,886 14 — 2,900 Total assets $ 343,922 $ 1,331,152 $ 116,071 $ (419,174 ) $ 1,371,971 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ — $ 28,549 $ 17,052 $ — $ 45,601 Accrued liabilities — 14,442 2,867 — 17,309 Current portion of long-term debt — 9,104 — — 9,104 Total current liabilities — 52,095 19,919 — 72,014 Long-term debt, net of current portion — 833,624 — — 833,624 Operating lease liabilities, net of current portion — 28,571 152 — 28,723 Payable to related party pursuant to tax receivable agreement — 65,620 — — 65,620 Due to affiliates — 152,620 16,639 (169,259 ) — Asset retirement obligation — 6,391 — — 6,391 Deferred tax liabilities, net — 17,405 4,109 — 21,514 Other long-term liabilities — 163 — — 163 Total liabilities — 1,156,489 40,819 (169,259 ) 1,028,049 Total stockholders' equity 343,922 174,663 75,252 (249,915 ) 343,922 Total liabilities and stockholders' equity $ 343,922 $ 1,331,152 $ 116,071 $ (419,174 ) $ 1,371,971 Verra Mobility Corporation and Subsidiaries Condensed Consolidated Statements of Operations and Comprehensive Income Three Months Ended September 30, 2020 (Unaudited) ($ in thousands) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Service revenue $ — $ 79,414 $ 3,566 $ — $ 82,980 Product sales — 13,928 — — 13,928 Total revenue — 93,342 3,566 — 96,908 Cost of service revenue — 389 518 — 907 Cost of product sales — 7,088 — — 7,088 Operating expenses — 24,484 2,060 — 26,544 Selling, general and administrative expenses — 16,193 1,318 — 17,511 Depreciation, amortization and (gain) loss on disposal of assets, net — 28,113 1,477 — 29,590 Total costs and expenses — 76,267 5,373 — 81,640 Income (loss) from operations — 17,075 (1,807 ) — 15,268 (Income) loss from equity investment (6,686 ) 376 — 6,310 — Interest expense, net — 9,578 — — 9,578 Other income, net — (4,895 ) (87 ) — (4,982 ) Total other (income) expenses (6,686 ) 5,059 (87 ) 6,310 4,596 Income (loss) before income tax provision (benefit) 6,686 12,016 (1,720 ) (6,310 ) 10,672 Income tax provision (benefit) — 5,330 (1,344 ) — 3,986 Net income (loss) $ 6,686 $ 6,686 $ (376 ) $ (6,310 ) $ 6,686 Other comprehensive income: Change in foreign currency translation adjustment — — 2,467 — 2,467 Total comprehensive income $ 6,686 $ 6,686 $ 2,091 $ (6,310 ) $ 9,153 Verra Mobility Corporation and Subsidiaries Condensed Consolidated Statements of Operations and Comprehensive Loss Nine Months Ended September 30, 2020 (Unaudited) ($ in thousands) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Service revenue $ — $ 234,848 $ 10,444 $ — $ 245,292 Product sales — 48,138 — — 48,138 Total revenue — 282,986 10,444 — 293,430 Cost of service revenue — 1,508 1,631 — 3,139 Cost of product sales — 24,838 — — 24,838 Operating expenses — 79,988 5,514 — 85,502 Selling, general and administrative expenses — 59,909 4,309 — 64,218 Depreciation, amortization and (gain) loss on disposal of assets, net — 83,984 4,018 — 88,002 Total costs and expenses — 250,227 15,472 — 265,699 Income (loss) from operations — 32,759 (5,028 ) — 27,731 Loss from equity investment 2,029 3,112 — (5,141 ) — Interest expense, net — 31,568 — — 31,568 Loss from tax receivable agreement adjustment — 4,446 — — 4,446 Other income, net — (9,264 ) (166 ) — (9,430 ) Total other expenses (income) 2,029 29,862 (166 ) (5,141 ) 26,584 Loss before income tax provision (benefit) (2,029 ) 2,897 (4,862 ) 5,141 1,147 Income tax provision (benefit) — 4,926 (1,750 ) — 3,176 Net loss $ (2,029 ) $ (2,029 ) $ (3,112 ) $ 5,141 $ (2,029 ) Other comprehensive loss: Change in foreign currency translation adjustment — — (1,408 ) — (1,408 ) Total comprehensive loss $ (2,029 ) $ (2,029 ) $ (4,520 ) $ 5,141 $ (3,437 ) Verra Mobility Corporation and Subsidiaries Condensed Consolidated Statements of Cash Flows Nine Months Ended September 30, 2020 (Unaudited) ($ in thousands) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Cash Flows from Operating Activities: Net loss $ (2,029 ) $ (2,029 ) $ (3,112 ) $ 5,141 $ (2,029 ) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization — 83,826 4,002 — 87,828 Amortization of deferred financing costs and discounts — 3,725 — — 3,725 Loss from tax receivable agreement adjustment — 4,446 — — 4,446 Credit loss expense — 10,628 — — 10,628 Deferred income taxes — (2,369 ) (1,551 ) — (3,920 ) Stock-based compensation — 9,192 — — 9,192 Gain from third-party insurance proceeds — (1,400 ) — — (1,400 ) Installation and service parts expense — 704 — — 704 Accretion expense — 197 — — 197 Loss on disposal of assets — 158 16 — 174 Loss from equity investment 2,029 3,112 — (5,141 ) — Changes in operating assets and liabilities: Accounts receivable, net — (59,581 ) 668 — (58,913 ) Unbilled receivables — 4,393 (527 ) — 3,866 Prepaid expenses and other current assets — 9,068 (413 ) — 8,655 Accounts payable and accrued liabilities — (17,678 ) 2,544 — (15,134 ) Due to affiliates — (2,759 ) 2,759 — — Other liabilities — (3,669 ) — — (3,669 ) Net cash provided by operating activities — 39,964 4,386 — 44,350 Cash Flows from Investing Activities: Purchases of installation and service parts and property and equipment — (15,938 ) (2,379 ) — (18,317 ) Cash proceeds from the sale of assets — 67 — — 67 Net cash used in investing activities — (15,871 ) (2,379 ) — (18,250 ) Cash Flows from Financing Activities: Repayment of long-term debt — (26,503 ) — — (26,503 ) Payment of debt issuance costs — (960 ) — — (960 ) Payment of employee tax withholding related to RSUs vesting — (486 ) — — (486 ) Net cash used in financing activities — (27,949 ) — — (27,949 ) Effect of exchange rate changes on cash and cash equivalents — — (874 ) — (874 ) Net (decrease) increase in cash, cash equivalents and restricted cash — (3,856 ) 1,133 — (2,723 ) Cash, cash equivalents and restricted cash - beginning of period — 114,286 18,144 — 132,430 Cash, cash equivalents and restricted cash - end of period $ — $ 110,430 $ 19,277 $ — $ 129,707 Verra Mobility Corporation and Subsidiaries Condensed Consolidated Statements of Cash Flows (Continued) Nine Months Ended September 30, 2020 (Unaudited) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Supplemental cash flow information: Interest paid $ — $ 28,200 $ — $ — $ 28,200 Income taxes paid, net of refunds — 8,447 289 — 8,736 Supplemental non-cash investing and financing activities: Earn-out shares issued to Platinum Stockholder 18,287 — — — 18,287 Additions to ARO, property and equipment, and other — 127 — — 127 Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end — 3,034 — — 3,034 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements include the accounts of the Company prepared in accordance with generally accepted accounting principles in the United States of America (“ GAAP |
Use of Estimates | Use of Estimates The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited interim condensed consolidated financial statements and accompanying notes. Significant items subject to such estimates and assumptions include the fair values assigned to net assets acquired (including identifiable intangibles) in business combinations, the carrying amounts of long-lived assets and goodwill, the carrying amount of installation and service parts, the allowance for credit loss, valuation allowances on deferred tax assets, asset retirement obligations, contingent consideration and the recognition and measurement of loss contingencies. Management believes that its estimates and assumptions are reasonable in the circumstances; however, actual results could differ materially from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Standards Adopted In January 2017, the Financial Accounting Standards Board (“ FASB ASU Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment Goodwill and Intangible Assets In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, CECL The Company adopted the CECL standard as of January 1, 2020 through a cumulative effect adjustment of $0.7 million, net of tax, to the opening balance of accumulated deficit. The adjustment increased accumulated deficit and increased the allowance for credit loss accounts. Subsequent impacts to the allowance for credit loss have been recorded through the credit loss expense account included within selling, general and administrative expenses in our condensed consolidated statements of operations and as an allowance for credit loss on our condensed consolidated balance sheet. See Note 4, Accounts Receivable, Net Accounting Standards Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. On March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Pagatelia S.L | |
Summary of Allocation of Purchase Consideration | The allocation of the purchase consideration is summarized as follows: ($ in thousands) Assets acquired Cash $ 1,086 Other assets 5,047 Trademark 771 Customer relationships 5,946 Developed technology 4,624 Non-compete agreements 440 Goodwill 17,528 Total assets acquired 35,442 Liabilities assumed Accounts payable and accrued expenses 6,045 Deferred tax liability 2,801 Total liabilities assumed 8,846 Total purchase price $ 26,596 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Receivables [Abstract] | |
Summary of Accounts Receivable, Net and Activity in Allowance for Credit Loss by Portfolio Segment | The following presents by portfolio segment a ccounts receivable, net and the activity in the a llowance for credit loss for the nine months ended September 30 , 2020 : ($ in thousands) Commercial Services (Driver-billed) (1) Commercial Services (All other) Government Solutions Total Accounts receivable, net at January 1, 2020 (2) $ 9,793 $ 51,158 $ 31,744 $ 92,695 Allowance for credit loss at January 1, 2020 (2) $ 5,272 $ 1,406 $ 1,778 $ 8,456 Credit loss expense 4,063 4,180 2,385 10,628 Write-offs, net of recoveries (7,967 ) (344 ) (627 ) (8,938 ) Allowance for credit loss at September 30, 2020 $ 1,368 $ 5,242 $ 3,536 $ 10,146 Accounts receivable, net at September 30, 2020 $ 8,909 $ 53,866 $ 78,244 $ 141,019 (1) Driver-billed consists of receivables from drivers of rental cars and fleet management companies for which the Company bills on behalf of its customers. (2) This includes a $0.8 million increase to allowance for credit loss as a result of adopting the CECL standard. |
Summary of Concentration of Credit Risk | Revenue from one of the Government Solutions customers as a percent of total revenue is presented below for the three and nine months ended September 30, 2020 and 2019, respectively: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 City of New York Department of Transportation 32.7 % 20.3 % 32.0 % 14.1 % As of September 30, 2020, the City of New York Department of Transportation (“ NYCDOT Legacy Contract Emergency Contract Significant customer revenue generated through the Company’s Commercial Services partners as a percent of total revenue is presented below for the three and nine months ended September 30, 2020 and 2019, respectively: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Hertz Corporation 10.4 % 19.3 % 12.1 % 19.1 % Avis Budget Group, Inc. 9.3 % 15.9 % 9.5 % 14.2 % Enterprise Holdings, Inc. 13.4 % 12.8 % 10.9 % 13.4 % |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Prepaid Expense And Other Assets Current [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following at: ($ in thousands) September 30, 2020 December 31, 2019 Prepaid tolls $ 7,214 $ 10,116 Prepaid services 4,014 5,201 Deposits 3,627 3,642 Prepaid computer maintenance 2,744 2,923 Prepaid supplies 2,373 682 Photo enforcement equipment held for sale 1,910 1,410 Gain from third-party insurance proceeds 1,400 — Prepaid insurance 935 1,485 Prepaid income taxes 330 1,025 Other 167 7 Total prepaid expenses and other current assets $ 24,714 $ 26,491 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill by Reportable Segment | The following table presents the changes in the carrying amount of goodwill by reportable segment: Commercial Government ($ in thousands) Services Solutions Total Balance at December 31, 2019 $ 424,404 $ 159,746 $ 584,150 Foreign currency translation adjustment (809 ) — (809 ) Balance at September 30, 2020 $ 423,595 $ 159,746 $ 583,341 |
Schedule of Intangible Assets of Respective Period Ends | Intangible assets consist of the following as of the respective period-ends: September 30, 2020 December 31, 2019 Weighted Weighted Average Gross Average Gross Remaining Carrying Accumulated Remaining Carrying Accumulated ($ in thousands) Useful Life Amount Amortization Useful Life Amount Amortization Trademarks 0.6 years $ 32,114 $ 26,798 1.5 years $ 32,127 $ 19,106 Non-compete agreements 2.3 years 62,557 34,263 3.0 years 62,549 24,834 Customer relationships 6.1 years 366,160 113,683 6.9 years 366,533 82,903 Developed technology 2.6 years 165,698 88,259 3.3 years 165,708 65,631 Gross carrying value of intangible assets 626,529 $ 263,003 626,917 $ 192,474 Less: accumulated amortization (263,003 ) (192,474 ) Intangible assets, net $ 363,526 $ 434,443 |
Estimated Amortization Expense in Future Years | Estimated amortization expense in future years is expected to be: ($ in thousands) Remainder of 2020 $ 23,395 2021 85,475 2022 80,747 2023 52,236 2024 41,749 Thereafter 79,924 Total $ 363,526 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following at: ($ in thousands) September 30, 2020 December 31, 2019 Current portion of related party TRA liability $ 4,636 $ 5,730 Accrued salaries and wages 3,313 10,319 Current portion of operating lease liabilities 3,137 2,970 Advanced deposits payable 2,820 2,875 Payroll liabilities 1,378 149 Accrued sales commissions 567 612 Restricted cash due to customers 549 917 Accrued interest payable 170 210 Other 739 1,495 Total accrued liabilities $ 17,309 $ 25,277 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Summary of the Company's Long-term Debt | The following table provides a summary of the Company’s long-term debt at: ($ in thousands) September 30, 2020 December 31, 2019 First Lien Term Loan, due February 28, 2025 $ 867,918 $ 894,421 Less: original issue discounts (4,218 ) (4,778 ) Less: unamortized deferred financing costs (20,972 ) (23,178 ) Total long-term debt 842,728 866,465 Less: current portion of long-term debt (9,104 ) (28,779 ) Total long-term debt, net of current portion $ 833,624 $ 837,686 |
Schedule of Consolidated First Lien Net Leverage Ratio and Applicable Prepayment Percentage | In addition, the First Lien Term Loan requires mandatory prepayments equal to the product of the excess cash flows of the Company (as defined in the loan agreement) and the applicable prepayment percentages (calculated as of the last day of the fiscal year, beginning with the year ending December 31, 2019), as set forth in the following table: Consolidated first lien net leverage ratio (as defined by the First Lien Term Loan agreement) Applicable prepayment percentage > 3.70:1.00 50% < 25% < 0% |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Carrying Value and Fair Value of Long-term Debt | The carrying value and fair value of long-term debt is as follows: Level in September 30, 2020 December 31, 2019 Fair Value Carrying Estimated Carrying Estimated ($ in thousands) Hierarchy Amount Fair Value Amount Fair Value Total long-term debt 2 $ 842,728 $ 854,899 $ 866,465 $ 905,601 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Components of Basic and Diluted Net Income (Loss) Per Share | The components of basic and diluted net income (loss) per share are as follows: Three Months Ended September 30, Nine Months Ended September 30, (In thousands, except per share data) 2020 2019 2020 2019 Numerator: Net income (loss) $ 6,686 $ 17,752 $ (2,029 ) $ 24,163 Denominator: Weighted average shares - basic 161,744 158,610 161,460 157,514 Common stock equivalents 824 5,095 — 3,209 Weighted average shares - diluted 162,568 163,705 161,460 160,723 Net income (loss) per share - basic $ 0.04 $ 0.11 $ (0.01 ) $ 0.15 Net income (loss) per share - diluted $ 0.04 $ 0.11 $ (0.01 ) $ 0.15 Antidilutive shares excluded from diluted net income (loss) per share (1) Contingently issuable shares (2) 5,000 7,500 5,000 8,571 Warrants 20,000 — 20,000 6,667 Non-qualified stock options 689 — 668 — Performance share units 115 — 115 — Restricted stock units 447 — 3,186 29 Total antidilutive shares excluded 26,251 7,500 28,969 15,267 (1) These amounts represent the weighted average antidilutive shares for the three months ended September 30, 2020 and 2019, and for the nine months ended September 30, 2019. The amounts represent the total antidilutive shares outstanding for the nine months ended September 30, 2020. (2) Contingently issuable shares relate to the earn-out agreement as discussed in Note 14, Related Party Transactions |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Components of Stock Based Compensation Expense | The following details the components of stock-based compensation for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, ($ in thousands) 2020 2019 2020 2019 Operating expenses $ 183 $ 138 $ 697 $ 614 Selling, general and administrative expenses 2,970 2,333 8,495 6,812 Total stock-based compensation expense $ 3,153 $ 2,471 $ 9,192 $ 7,426 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
Summary of Earn Out Shares Issued by Company to Platinum Stockholder | The Earn-Out Shares are issued by the Company to the Platinum Stockholder as follows: Common Stock Price thresholds One-time issuance of shares > $13.00 (a) 2,500,000 > $15.50 (a) 2,500,000 > $18.00 2,500,000 > $20.50 2,500,000 (a) The first and second tranches of Earn-Out Shares have been issued, as discussed below. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Financial Information by Segment | The following tables set forth financial information by segment for the respective periods: For the Three Months Ended September 30, 2020 Commercial Government Corporate ($ in thousands) Services Solutions and Other Total Service revenue $ 44,153 $ 38,827 $ — $ 82,980 Product sales — 13,928 — 13,928 Total revenue 44,153 52,755 — 96,908 Cost of service revenue 554 353 — 907 Cost of product sales — 7,088 — 7,088 Operating expenses 11,796 14,565 — 26,361 Selling, general and administrative expenses 5,920 8,107 514 14,541 Other income, net (4,949 ) (33 ) — (4,982 ) Segment profit (loss) $ 30,832 $ 22,675 $ (514 ) $ 52,993 Segment profit (loss) $ 30,832 $ 22,675 $ (514 ) $ 52,993 Depreciation and amortization — — 29,419 29,419 Loss on disposal of assets, net 11 160 — 171 Stock-based compensation — — 3,153 3,153 Interest expense, net — — 9,578 9,578 Income (loss) before income tax provision $ 30,821 $ 22,515 $ (42,664 ) $ 10,672 For the Three Months Ended September 30, 2019 Commercial Government Corporate ($ in thousands) Services Solutions and Other Total Service revenue $ 77,633 $ 33,124 $ — $ 110,757 Product sales — 17,483 — 17,483 Total revenue 77,633 50,607 — 128,240 Cost of service revenue 1,064 324 — 1,388 Cost of product sales — 7,238 — 7,238 Operating expenses 17,777 15,050 — 32,827 Selling, general and administrative expenses 10,407 8,266 287 18,960 Other income, net (2,672 ) (55 ) — (2,727 ) Segment profit (loss) $ 51,057 $ 19,784 $ (287 ) $ 70,554 Segment profit (loss) $ 51,057 $ 19,784 $ (287 ) $ 70,554 Depreciation and amortization — — 28,697 28,697 Stock-based compensation — — 2,471 2,471 Interest expense, net — — 14,932 14,932 Income (loss) before income tax provision $ 51,057 $ 19,784 $ (46,387 ) $ 24,454 For the Nine Months Ended September 30, 2020 Commercial Government Corporate ($ in thousands) Services Solutions and Other Total Service revenue $ 132,667 $ 112,625 $ — $ 245,292 Product sales — 48,138 — 48,138 Total revenue 132,667 160,763 — 293,430 Cost of service revenue 2,007 1,132 — 3,139 Cost of product sales — 24,838 — 24,838 Operating expenses 39,076 45,729 — 84,805 Selling, general and administrative expenses 29,495 24,926 1,302 55,723 Other income, net (9,345 ) (85 ) — (9,430 ) Segment profit (loss) $ 71,434 $ 64,223 $ (1,302 ) $ 134,355 Segment profit (loss) $ 71,434 $ 64,223 $ (1,302 ) $ 134,355 Depreciation and amortization — — 87,828 87,828 Loss on disposal of assets, net 16 158 — 174 Loss from tax receivable agreement adjustment — — 4,446 4,446 Stock-based compensation — — 9,192 9,192 Interest expense, net — — 31,568 31,568 Income (loss) before income tax provision $ 71,418 $ 64,065 $ (134,336 ) $ 1,147 For the Nine Months Ended September 30, 2019 Commercial Government Corporate ($ in thousands) Services Solutions and Other Total Service revenue $ 208,312 $ 103,572 $ — $ 311,884 Product sales — 24,392 — 24,392 Total revenue 208,312 127,964 — 336,276 Cost of service revenue 2,843 1,547 — 4,390 Cost of product sales — 10,432 — 10,432 Operating expenses 49,595 43,889 — 93,484 Selling, general and administrative expenses 30,798 23,677 1,422 55,897 Other income, net (8,150 ) (129 ) — (8,279 ) Segment profit (loss) $ 133,226 $ 48,548 $ (1,422 ) $ 180,352 Segment profit (loss) $ 133,226 $ 48,548 $ (1,422 ) $ 180,352 Depreciation and amortization — — 86,501 86,501 Gain on disposal of assets, net — (13 ) — (13 ) Impairment of property and equipment — 5,898 — 5,898 Stock-based compensation — — 7,426 7,426 Interest expense, net — — 46,621 46,621 Income (loss) before income tax provision $ 133,226 $ 42,663 $ (141,970 ) $ 33,919 |
Guarantor_Non-Guarantor Finan_2
Guarantor/Non-Guarantor Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Summary of Condensed Consolidated Balance Sheets | Verra Mobility Corporation and Subsidiaries Condensed Consolidated Balance Sheets at September 30, 2020 (Unaudited) ($ in thousands) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ 109,881 $ 19,277 $ — $ 129,158 Restricted cash — 549 — — 549 Accounts receivable (net of allowance for credit loss of $10.1 million ) — 137,081 3,938 — 141,019 Unbilled receivables — 14,924 1,221 — 16,145 Investment in subsidiary 174,663 75,252 — (249,915 ) — Prepaid expenses and other current assets — 21,859 2,855 — 24,714 Total current assets 174,663 359,546 27,291 (249,915 ) 311,585 Installation and service parts, net — 6,916 — — 6,916 Property and equipment, net — 68,894 4,261 — 73,155 Operating lease assets — 30,238 310 — 30,548 Intangible assets, net — 337,906 25,620 — 363,526 Goodwill — 524,766 58,575 — 583,341 Due from affiliates 169,259 — — (169,259 ) — Other non-current assets — 2,886 14 — 2,900 Total assets $ 343,922 $ 1,331,152 $ 116,071 $ (419,174 ) $ 1,371,971 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ — $ 28,549 $ 17,052 $ — $ 45,601 Accrued liabilities — 14,442 2,867 — 17,309 Current portion of long-term debt — 9,104 — — 9,104 Total current liabilities — 52,095 19,919 — 72,014 Long-term debt, net of current portion — 833,624 — — 833,624 Operating lease liabilities, net of current portion — 28,571 152 — 28,723 Payable to related party pursuant to tax receivable agreement — 65,620 — — 65,620 Due to affiliates — 152,620 16,639 (169,259 ) — Asset retirement obligation — 6,391 — — 6,391 Deferred tax liabilities, net — 17,405 4,109 — 21,514 Other long-term liabilities — 163 — — 163 Total liabilities — 1,156,489 40,819 (169,259 ) 1,028,049 Total stockholders' equity 343,922 174,663 75,252 (249,915 ) 343,922 Total liabilities and stockholders' equity $ 343,922 $ 1,331,152 $ 116,071 $ (419,174 ) $ 1,371,971 |
Summary of Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) | Verra Mobility Corporation and Subsidiaries Condensed Consolidated Statements of Operations and Comprehensive Income Three Months Ended September 30, 2020 (Unaudited) ($ in thousands) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Service revenue $ — $ 79,414 $ 3,566 $ — $ 82,980 Product sales — 13,928 — — 13,928 Total revenue — 93,342 3,566 — 96,908 Cost of service revenue — 389 518 — 907 Cost of product sales — 7,088 — — 7,088 Operating expenses — 24,484 2,060 — 26,544 Selling, general and administrative expenses — 16,193 1,318 — 17,511 Depreciation, amortization and (gain) loss on disposal of assets, net — 28,113 1,477 — 29,590 Total costs and expenses — 76,267 5,373 — 81,640 Income (loss) from operations — 17,075 (1,807 ) — 15,268 (Income) loss from equity investment (6,686 ) 376 — 6,310 — Interest expense, net — 9,578 — — 9,578 Other income, net — (4,895 ) (87 ) — (4,982 ) Total other (income) expenses (6,686 ) 5,059 (87 ) 6,310 4,596 Income (loss) before income tax provision (benefit) 6,686 12,016 (1,720 ) (6,310 ) 10,672 Income tax provision (benefit) — 5,330 (1,344 ) — 3,986 Net income (loss) $ 6,686 $ 6,686 $ (376 ) $ (6,310 ) $ 6,686 Other comprehensive income: Change in foreign currency translation adjustment — — 2,467 — 2,467 Total comprehensive income $ 6,686 $ 6,686 $ 2,091 $ (6,310 ) $ 9,153 Verra Mobility Corporation and Subsidiaries Condensed Consolidated Statements of Operations and Comprehensive Loss Nine Months Ended September 30, 2020 (Unaudited) ($ in thousands) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Service revenue $ — $ 234,848 $ 10,444 $ — $ 245,292 Product sales — 48,138 — — 48,138 Total revenue — 282,986 10,444 — 293,430 Cost of service revenue — 1,508 1,631 — 3,139 Cost of product sales — 24,838 — — 24,838 Operating expenses — 79,988 5,514 — 85,502 Selling, general and administrative expenses — 59,909 4,309 — 64,218 Depreciation, amortization and (gain) loss on disposal of assets, net — 83,984 4,018 — 88,002 Total costs and expenses — 250,227 15,472 — 265,699 Income (loss) from operations — 32,759 (5,028 ) — 27,731 Loss from equity investment 2,029 3,112 — (5,141 ) — Interest expense, net — 31,568 — — 31,568 Loss from tax receivable agreement adjustment — 4,446 — — 4,446 Other income, net — (9,264 ) (166 ) — (9,430 ) Total other expenses (income) 2,029 29,862 (166 ) (5,141 ) 26,584 Loss before income tax provision (benefit) (2,029 ) 2,897 (4,862 ) 5,141 1,147 Income tax provision (benefit) — 4,926 (1,750 ) — 3,176 Net loss $ (2,029 ) $ (2,029 ) $ (3,112 ) $ 5,141 $ (2,029 ) Other comprehensive loss: Change in foreign currency translation adjustment — — (1,408 ) — (1,408 ) Total comprehensive loss $ (2,029 ) $ (2,029 ) $ (4,520 ) $ 5,141 $ (3,437 ) |
Summary of Condensed Consolidated Statements of Cash Flows | Verra Mobility Corporation and Subsidiaries Condensed Consolidated Statements of Cash Flows Nine Months Ended September 30, 2020 (Unaudited) ($ in thousands) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Cash Flows from Operating Activities: Net loss $ (2,029 ) $ (2,029 ) $ (3,112 ) $ 5,141 $ (2,029 ) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization — 83,826 4,002 — 87,828 Amortization of deferred financing costs and discounts — 3,725 — — 3,725 Loss from tax receivable agreement adjustment — 4,446 — — 4,446 Credit loss expense — 10,628 — — 10,628 Deferred income taxes — (2,369 ) (1,551 ) — (3,920 ) Stock-based compensation — 9,192 — — 9,192 Gain from third-party insurance proceeds — (1,400 ) — — (1,400 ) Installation and service parts expense — 704 — — 704 Accretion expense — 197 — — 197 Loss on disposal of assets — 158 16 — 174 Loss from equity investment 2,029 3,112 — (5,141 ) — Changes in operating assets and liabilities: Accounts receivable, net — (59,581 ) 668 — (58,913 ) Unbilled receivables — 4,393 (527 ) — 3,866 Prepaid expenses and other current assets — 9,068 (413 ) — 8,655 Accounts payable and accrued liabilities — (17,678 ) 2,544 — (15,134 ) Due to affiliates — (2,759 ) 2,759 — — Other liabilities — (3,669 ) — — (3,669 ) Net cash provided by operating activities — 39,964 4,386 — 44,350 Cash Flows from Investing Activities: Purchases of installation and service parts and property and equipment — (15,938 ) (2,379 ) — (18,317 ) Cash proceeds from the sale of assets — 67 — — 67 Net cash used in investing activities — (15,871 ) (2,379 ) — (18,250 ) Cash Flows from Financing Activities: Repayment of long-term debt — (26,503 ) — — (26,503 ) Payment of debt issuance costs — (960 ) — — (960 ) Payment of employee tax withholding related to RSUs vesting — (486 ) — — (486 ) Net cash used in financing activities — (27,949 ) — — (27,949 ) Effect of exchange rate changes on cash and cash equivalents — — (874 ) — (874 ) Net (decrease) increase in cash, cash equivalents and restricted cash — (3,856 ) 1,133 — (2,723 ) Cash, cash equivalents and restricted cash - beginning of period — 114,286 18,144 — 132,430 Cash, cash equivalents and restricted cash - end of period $ — $ 110,430 $ 19,277 $ — $ 129,707 Verra Mobility Corporation and Subsidiaries Condensed Consolidated Statements of Cash Flows (Continued) Nine Months Ended September 30, 2020 (Unaudited) Verra Mobility Corporation (Ultimate Parent) VM Consolidated Inc. (Guarantor Subsidiary) Non- guarantor Subsidiaries Eliminations Consolidated Supplemental cash flow information: Interest paid $ — $ 28,200 $ — $ — $ 28,200 Income taxes paid, net of refunds — 8,447 289 — 8,736 Supplemental non-cash investing and financing activities: Earn-out shares issued to Platinum Stockholder 18,287 — — — 18,287 Additions to ARO, property and equipment, and other — 127 — — 127 Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end — 3,034 — — 3,034 |
Description of Business - Addit
Description of Business - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2020Segment | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Number of operating segments | 2 |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | Jan. 01, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Sep. 30, 2020 | Dec. 31, 2019 |
Summary Of Significant Accounting Principles And Policies [Line Items] | |||||
Adjustment to accumulated deficit | $ (82,943) | $ (80,220) | |||
Cumulative Effect, Period of Adoption, Adjustment | |||||
Summary Of Significant Accounting Principles And Policies [Line Items] | |||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | us-gaap:AccountingStandardsUpdate201409Member | |||
Cumulative Effect, Period of Adoption, Adjustment | Revision of Prior Period, Adjustment | |||||
Summary Of Significant Accounting Principles And Policies [Line Items] | |||||
Adjustment to accumulated deficit | $ 700 | ||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member |
Acquisition - Additional Inform
Acquisition - Additional Information (Details) - Pagatelia S.L $ in Millions | Oct. 31, 2019USD ($) |
Business Acquisition [Line Items] | |
Purchase price | $ 26.6 |
Trademarks | |
Business Acquisition [Line Items] | |
Identifiable intangible assets useful life | 8 years 6 months |
Customer Relationships | |
Business Acquisition [Line Items] | |
Identifiable intangible assets useful life | 9 years 6 months |
Developed Technology | |
Business Acquisition [Line Items] | |
Identifiable intangible assets useful life | 6 years 6 months |
Non-compete Agreements | |
Business Acquisition [Line Items] | |
Identifiable intangible assets useful life | 3 years |
Acquisition - Summary of Alloca
Acquisition - Summary of Allocation of Purchase Consideration (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Oct. 31, 2019 |
Assets acquired | |||
Goodwill | $ 583,341 | $ 584,150 | |
Pagatelia S.L | |||
Assets acquired | |||
Cash | $ 1,086 | ||
Other assets | 5,047 | ||
Goodwill | 17,528 | ||
Total assets acquired | 35,442 | ||
Liabilities assumed | |||
Accounts payable and accrued expenses | 6,045 | ||
Deferred tax liability | 2,801 | ||
Total liabilities assumed | 8,846 | ||
Total purchase price | 26,596 | ||
Trademarks | Pagatelia S.L | |||
Assets acquired | |||
Intangible assets | 771 | ||
Customer Relationships | Pagatelia S.L | |||
Assets acquired | |||
Intangible assets | 5,946 | ||
Developed Technology | Pagatelia S.L | |||
Assets acquired | |||
Intangible assets | 4,624 | ||
Non-compete Agreements | Pagatelia S.L | |||
Assets acquired | |||
Intangible assets | $ 440 |
Accounts Receivable, Net - Summ
Accounts Receivable, Net - Summary of Accounts Receivable, Net and Activity in Allowance for Credit Loss by Portfolio Segment (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Accounts Notes And Loans Receivable [Line Items] | ||
Accounts receivable, net, beginning balance | $ 92,695 | |
Allowance for credit loss, beginning balance | 8,456 | |
Credit loss expense | 10,628 | $ 5,347 |
Write-offs, net of recoveries | (8,938) | |
Allowance for credit loss, ending balance | 10,146 | |
Accounts receivable, net, ending balance | 141,019 | |
Commercial Services (Driver Billed) | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Accounts receivable, net, beginning balance | 9,793 | |
Allowance for credit loss, beginning balance | 5,272 | |
Credit loss expense | 4,063 | |
Write-offs, net of recoveries | (7,967) | |
Allowance for credit loss, ending balance | 1,368 | |
Accounts receivable, net, ending balance | 8,909 | |
Commercial Services (All Other) | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Accounts receivable, net, beginning balance | 51,158 | |
Allowance for credit loss, beginning balance | 1,406 | |
Credit loss expense | 4,180 | |
Write-offs, net of recoveries | (344) | |
Allowance for credit loss, ending balance | 5,242 | |
Accounts receivable, net, ending balance | 53,866 | |
Government Solutions | ||
Accounts Notes And Loans Receivable [Line Items] | ||
Accounts receivable, net, beginning balance | 31,744 | |
Allowance for credit loss, beginning balance | 1,778 | |
Credit loss expense | 2,385 | |
Write-offs, net of recoveries | (627) | |
Allowance for credit loss, ending balance | 3,536 | |
Accounts receivable, net, ending balance | $ 78,244 |
Accounts Receivable, Net - Su_2
Accounts Receivable, Net - Summary of Accounts Receivable, Net and Activity in Allowance for Credit Loss by Portfolio Segment (Parenthetical) (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Allowance For Doubtful Accounts Receivable Rollforward | |
Allowance for credit loss increase | $ 0.8 |
Accounts Receivable, Net - Addi
Accounts Receivable, Net - Additional Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)Agreement | Sep. 30, 2019USD ($) | |
Accounts Notes And Loans Receivable [Line Items] | ||||
Credit loss expense (reversal) | $ 10,628 | $ 5,347 | ||
Revenue | $ 96,908 | $ 128,240 | 293,430 | 336,276 |
Product Revenue | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Revenue | 13,928 | 17,483 | 48,138 | 24,392 |
Service Revenue | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Revenue | 82,980 | $ 110,757 | $ 245,292 | $ 311,884 |
City of New York Department of Transportation | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Number of agreements | Agreement | 2 | |||
City of New York Department of Transportation | Legacy Contract | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Receivable balance | 16,600 | $ 16,600 | ||
Accounts receivable aged beyond payment terms | $ 8,000 | $ 8,000 | ||
Agreement payment term | 45-day | |||
City of New York Department of Transportation | Product Revenue | Emergency Contract | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Revenue | $ 43,600 | |||
City of New York Department of Transportation | Service Revenue | Emergency Contract | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Revenue | $ 9,500 | |||
Sales Revenue | Minimum | Customer Concentration Risk | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Concentration risk percentage | 10.00% | |||
Accounts Receivable | Customer Concentration Risk | City of New York Department of Transportation | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Concentration risk percentage | 50.10% | 50.10% | ||
Accounts Receivable | Minimum | Customer Concentration Risk | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Concentration risk percentage | 10.00% | |||
One Customer of Commercial Services (All Other) | ||||
Accounts Notes And Loans Receivable [Line Items] | ||||
Credit loss expense (reversal) | $ 1,900 |
Accounts Receivable, Net - Su_3
Accounts Receivable, Net - Summary of Concentration of Credit Risk (Details) - Sales Revenue - Customer Concentration Risk | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Government Solutions | City of New York Department of Transportation | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 32.70% | 20.30% | 32.00% | 14.10% |
Commercial Services | Hertz Corporation | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 10.40% | 19.30% | 12.10% | 19.10% |
Commercial Services | Avis Budget Group Inc | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 9.30% | 15.90% | 9.50% | 14.20% |
Commercial Services | Enterprise Holdings Inc | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 13.40% | 12.80% | 10.90% | 13.40% |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Prepaid Expense And Other Assets Current [Abstract] | ||
Prepaid tolls | $ 7,214 | $ 10,116 |
Prepaid services | 4,014 | 5,201 |
Deposits | 3,627 | 3,642 |
Prepaid computer maintenance | 2,744 | 2,923 |
Prepaid supplies | 2,373 | 682 |
Photo enforcement equipment held for sale | 1,910 | 1,410 |
Gain from third-party insurance proceeds | 1,400 | |
Prepaid insurance | 935 | 1,485 |
Prepaid income taxes | 330 | 1,025 |
Other | 167 | 7 |
Total prepaid expenses and other current assets | $ 24,714 | $ 26,491 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill by Reportable Segment (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Goodwill [Line Items] | |
Balance | $ 584,150 |
Foreign currency translation adjustment | (809) |
Balance | 583,341 |
Commercial Services | |
Goodwill [Line Items] | |
Balance | 424,404 |
Foreign currency translation adjustment | (809) |
Balance | 423,595 |
Government Solutions | |
Goodwill [Line Items] | |
Balance | 159,746 |
Balance | $ 159,746 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Gross Carrying Amount and Accumulated Amortization of Separately Identifiable Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 626,529 | $ 626,917 |
Accumulated Amortization | 263,003 | 192,474 |
Less: accumulated amortization | (263,003) | (192,474) |
Intangible assets, net | $ 363,526 | $ 434,443 |
Trademarks | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life | 7 months 6 days | 1 year 6 months |
Gross Carrying Amount | $ 32,114 | $ 32,127 |
Accumulated Amortization | 26,798 | 19,106 |
Less: accumulated amortization | $ (26,798) | $ (19,106) |
Non-compete Agreements | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life | 2 years 3 months 18 days | 3 years |
Gross Carrying Amount | $ 62,557 | $ 62,549 |
Accumulated Amortization | 34,263 | 24,834 |
Less: accumulated amortization | $ (34,263) | $ (24,834) |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life | 6 years 1 month 6 days | 6 years 10 months 24 days |
Gross Carrying Amount | $ 366,160 | $ 366,533 |
Accumulated Amortization | 113,683 | 82,903 |
Less: accumulated amortization | $ (113,683) | $ (82,903) |
Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life | 2 years 7 months 6 days | 3 years 3 months 18 days |
Gross Carrying Amount | $ 165,698 | $ 165,708 |
Accumulated Amortization | 88,259 | 65,631 |
Less: accumulated amortization | $ (88,259) | $ (65,631) |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Amortization expense | $ 23,600,000 | $ 23,100,000 | $ 70,600,000 | $ 69,400,000 |
Government Solutions and Commercial Services Reporting Units | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Goodwill, impairment | $ 0 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Estimated Amortization Expense in Future Years (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Remainder of 2020 | $ 23,395 |
2021 | 85,475 |
2022 | 80,747 |
2023 | 52,236 |
2024 | 41,749 |
Thereafter | 79,924 |
Total | $ 363,526 |
Impairment of Other Long-Live_2
Impairment of Other Long-Lived Assets - Additional Information (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Property Plant And Equipment [Line Items] | |
Impairment of property and equipment | $ 5,898 |
Government Solutions | |
Property Plant And Equipment [Line Items] | |
Impairment of property and equipment | $ 5,900 |
Accrued Liabilities - Schedule
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Payables And Accruals [Abstract] | ||
Current portion of related party TRA liability | $ 4,636 | $ 5,730 |
Accrued salaries and wages | 3,313 | 10,319 |
Current portion of operating lease liabilities | 3,137 | 2,970 |
Advanced deposits payable | 2,820 | 2,875 |
Payroll liabilities | 1,378 | 149 |
Accrued sales commissions | 567 | 612 |
Restricted cash due to customers | 549 | 917 |
Accrued interest payable | 170 | 210 |
Other | 739 | 1,495 |
Total accrued liabilities | $ 17,309 | $ 25,277 |
Long-term Debt - Summary of the
Long-term Debt - Summary of the Company's Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
First Lien Term Loan, due February 28, 2025 | $ 867,918 | $ 894,421 |
Less: original issue discounts | (4,218) | (4,778) |
Less: unamortized deferred financing costs | (20,972) | (23,178) |
Total long-term debt | 842,728 | 866,465 |
Less: current portion of long-term debt | (9,104) | (28,779) |
Long-term debt, net of current portion | $ 833,624 | $ 837,686 |
Long-term Debt - Summary of t_2
Long-term Debt - Summary of the Company's Long-term Debt (Parenthetical) (Details) | 9 Months Ended |
Sep. 30, 2020 | |
First Lien Term Loan, Due February 28, 2025 | |
Debt Instrument [Line Items] | |
Debt instrument, maturity date | Feb. 28, 2025 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Details) - USD ($) | Feb. 20, 2020 | Oct. 17, 2018 | Sep. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Jul. 31, 2018 |
Debt Instrument [Line Items] | |||||||||
Debt Instrument, interest rate, decrease | 0.50% | ||||||||
Outstanding letters of credit | $ 6,300,000 | $ 6,300,000 | |||||||
Debt instrument, periodic payment, interest rate | 0.375% | 0.375% | |||||||
Debt instrument fronting fees | $ 6,300,000 | ||||||||
Participation and fronting fees percentage on outstanding letter of credit | 1.38% | ||||||||
Interest expense including amortization of deferred financing costs and discounts | $ 9,600,000 | $ 14,900,000 | $ 31,600,000 | $ 46,600,000 | |||||
Weighted average effective interest rates | 3.40% | 3.40% | 5.50% | ||||||
First Lien Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, interest rate during the period | 1.00% | ||||||||
Debt instrument, maturity date | Feb. 28, 2025 | ||||||||
Debt instrument interest rate | 3.40% | 3.40% | |||||||
Debt instrument fee amount | $ 800,000 | ||||||||
Debt instrument legal fees | $ 200,000 | ||||||||
First Lien Term Loan | London Interbank Offered Rate (LIBOR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate per annum | 3.25% | ||||||||
First Lien Term Loan | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate per annum | 2.25% | ||||||||
Revolver | |||||||||
Debt Instrument [Line Items] | |||||||||
Mandatory prepayment of excess cash flow under loan agreement | $ 19,700,000 | ||||||||
Outstanding borrowings | $ 0 | $ 0 | |||||||
Debt instrument borrow under new revolver | 44,000,000 | 44,000,000 | |||||||
Outstanding letters of credit | $ 6,300,000 | $ 6,300,000 | |||||||
Revolver | LIBOR 1.25% | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate per annum | 1.25% | ||||||||
Revolver | LIBOR 1.50% | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate per annum | 1.50% | ||||||||
Revolver | LIBOR 1.75% | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate per annum | 1.75% | ||||||||
Revolver | Base Rate 0.25% | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate per annum | 0.25% | ||||||||
Revolver | Base Rate 0.50% | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate per annum | 0.50% | ||||||||
Revolver | Base Rate 0.75% | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate per annum | 0.75% | ||||||||
2018 Credit Facilities | |||||||||
Debt Instrument [Line Items] | |||||||||
Outstanding borrowings | $ 1,115,000,000 | ||||||||
Debt instrument, aggregate principal amount | 1,040,000,000 | ||||||||
Aggregate revolving commitment | $ 75,000,000 | ||||||||
2018 Credit Facilities | Second Lien Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 200,000,000 | ||||||||
Additional repayments of lines of credit | $ 70,000,000 | ||||||||
2018 Credit Facilities | Minimum | First Lien Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | 840,000,000 | ||||||||
2018 Credit Facilities | Maximum | First Lien Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 910,000,000 |
Long-term Debt - Schedule of Co
Long-term Debt - Schedule of Consolidated First Lien Net Leverage Ratio and Applicable Prepayment Percentage (Details) - First Lien Term Loan | 9 Months Ended |
Sep. 30, 2020 | |
> 3.70:1.00 | |
Debt Instrument [Line Items] | |
Applicable prepayment percentage | 50.00% |
≤ 3.70:1.00 and > 3.20:1.00 | |
Debt Instrument [Line Items] | |
Applicable prepayment percentage | 25.00% |
≤ 3.20:1.00 | |
Debt Instrument [Line Items] | |
Applicable prepayment percentage | 0.00% |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Carrying Value and Fair Value of Long-term Debt (Details) - Level 2 - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Carrying Amount | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 842,728 | $ 866,465 |
Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 854,899 | $ 905,601 |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Schedule of Components of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Numerator: | ||||||||
Net income (loss) | $ 6,686 | $ (15,388) | $ 6,673 | $ 17,752 | $ 3,591 | $ 2,820 | $ (2,029) | $ 24,163 |
Weighted average shares used in per share calculation: | ||||||||
Weighted average shares - basic | 161,744 | 158,610 | 161,460 | 157,514 | ||||
Common stock equivalents | 824 | 5,095 | 3,209 | |||||
Weighted average shares - diluted | 162,568 | 163,705 | 161,460 | 160,723 | ||||
Net income (loss) per share - basic | $ 0.04 | $ 0.11 | $ (0.01) | $ 0.15 | ||||
Net income (loss) per share - diluted | $ 0.04 | $ 0.11 | $ (0.01) | $ 0.15 | ||||
Antidilutive shares excluded from diluted net income (loss) per share: | ||||||||
Total antidilutive shares excluded | 26,251 | 7,500 | 28,969 | 15,267 | ||||
Contingently Issuable Shares | ||||||||
Antidilutive shares excluded from diluted net income (loss) per share: | ||||||||
Total antidilutive shares excluded | 5,000 | 7,500 | 5,000 | 8,571 | ||||
Warrants | ||||||||
Antidilutive shares excluded from diluted net income (loss) per share: | ||||||||
Total antidilutive shares excluded | 20,000 | 20,000 | 6,667 | |||||
Non-qualified Stock Options | ||||||||
Antidilutive shares excluded from diluted net income (loss) per share: | ||||||||
Total antidilutive shares excluded | 689 | 668 | ||||||
Performance Share Units | ||||||||
Antidilutive shares excluded from diluted net income (loss) per share: | ||||||||
Total antidilutive shares excluded | 115 | 115 | ||||||
Restricted Stock Units | ||||||||
Antidilutive shares excluded from diluted net income (loss) per share: | ||||||||
Total antidilutive shares excluded | 447 | 3,186 | 29 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax [Line Items] | ||||
Effective tax rate | 37.40% | 27.40% | 276.90% | 28.80% |
Unrecognized tax benefits decreased from prior tax positions | $ 1,000,000 | |||
Unrecognized tax benefits | $ 800,000 | 800,000 | ||
Unrecognized tax benefits, if recognized | 200,000 | $ 200,000 | ||
Earliest | Internal Revenue Service | ||||
Income Tax [Line Items] | ||||
Income Tax Examination, Year under Examination | 2016 | |||
Earliest | Certain States | ||||
Income Tax [Line Items] | ||||
Income Tax Examination, Year under Examination | 2015 | |||
Earliest | Other States | ||||
Income Tax [Line Items] | ||||
Income Tax Examination, Year under Examination | 2014 | |||
Latest | Internal Revenue Service | ||||
Income Tax [Line Items] | ||||
Income Tax Examination, Year under Examination | 2019 | |||
Latest | Certain States | ||||
Income Tax [Line Items] | ||||
Income Tax Examination, Year under Examination | 2017 | |||
Latest | Other States | ||||
Income Tax [Line Items] | ||||
Income Tax Examination, Year under Examination | 2019 | |||
Maximum | ||||
Income Tax [Line Items] | ||||
Percent of adjusted taxable income with regard to CARES Act | 50.00% | |||
Accrued interest and penalties | $ 100,000 | $ 100,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Components of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 3,153 | $ 2,471 | $ 9,192 | $ 7,426 |
Operating Expenses | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 183 | 138 | 697 | 614 |
Selling, General and Administrative Expenses | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 2,970 | $ 2,333 | $ 8,495 | $ 6,812 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) $ / shares in Units, $ in Thousands | Jan. 27, 2020USD ($)$ / sharesshares | Apr. 26, 2019$ / sharesshares | Sep. 30, 2020USD ($)shares | Dec. 31, 2019USD ($) | Oct. 01, 2018USD ($)yr |
Related Party Transaction [Line Items] | |||||
Estimated maximum benefit to be paid to tax receivable agreement | $ 65,620 | $ 61,174 | |||
Platinum Stockholder | Common Stock Price Greater than $13.00 and $15.50 | |||||
Related Party Transaction [Line Items] | |||||
Earn-out shares issuable if condition met | shares | 5,000,000 | ||||
Platinum Stockholder | Common Stock Price Greater than $13.00 and $15.50 | Common Stock Including Additional Paid in Capital | |||||
Related Party Transaction [Line Items] | |||||
Earn-out shares issued value | $ 36,600 | ||||
Platinum Stockholder | Common Stock Price Greater than $13.00 | |||||
Related Party Transaction [Line Items] | |||||
Common stock price | $ / shares | $ 13 | ||||
Platinum Stockholder | Common Stock Price Greater than $15.50 | |||||
Related Party Transaction [Line Items] | |||||
Common stock price | $ / shares | $ 15.50 | ||||
Platinum Stockholder | Earn-Out Agreement | Earn-Out Scenario Five | |||||
Related Party Transaction [Line Items] | |||||
Earn-out shares issuable if condition met | shares | 0 | ||||
Platinum Stockholder | Earn-Out Agreement | Common Stock Price Greater than $13.00 | |||||
Related Party Transaction [Line Items] | |||||
Earn-out shares issuable if condition met | shares | 2,500,000 | ||||
Common stock price | $ / shares | $ 13 | ||||
Platinum Stockholder | Earn-Out Agreement | Common Stock Price Greater than $15.50 | |||||
Related Party Transaction [Line Items] | |||||
Earn-out shares issuable if condition met | shares | 2,500,000 | ||||
Common stock price | $ / shares | $ 15.50 | ||||
Minimum | Platinum Stockholder | Common Stock Price Greater than $13.00 | |||||
Related Party Transaction [Line Items] | |||||
Common stock price threshold trading days | 10 days | ||||
Minimum | Platinum Stockholder | Common Stock Price Greater than $15.50 | |||||
Related Party Transaction [Line Items] | |||||
Common stock price threshold trading days | 10 days | ||||
Maximum | Platinum Stockholder | Common Stock Price Greater than $13.00 | |||||
Related Party Transaction [Line Items] | |||||
Common stock price threshold trading days | 20 days | ||||
Maximum | Platinum Stockholder | Common Stock Price Greater than $15.50 | |||||
Related Party Transaction [Line Items] | |||||
Common stock price threshold trading days | 20 days | ||||
Maximum | Platinum Stockholder | Earn-Out Agreement | |||||
Related Party Transaction [Line Items] | |||||
Earn-out shares issuable if condition met | shares | 10,000,000 | ||||
Verra Mobility Business Combination | |||||
Related Party Transaction [Line Items] | |||||
Tax Receivable Agreement, portion of net cash savings paid out | 50.00% | ||||
Tax Receivable Agreement, portion of net cash savings retained | 50.00% | ||||
Estimated maximum benefit to be paid to tax receivable agreement | $ 70,000 | ||||
Increase to payable related to tax receivable agreement adjustment | 4,400 | ||||
Tax receivable agreement, amount payable | $ 70,200 | ||||
Contingency period | 5 years | ||||
Verra Mobility Business Combination | Platinum Stockholder | Earn-Out Agreement | |||||
Related Party Transaction [Line Items] | |||||
Contingent consideration | $ 73,150 | ||||
Term of volatility and risk free rates utilizing a peer group | yr | 5 | ||||
Verra Mobility Business Combination | Accrued Liabilities | |||||
Related Party Transaction [Line Items] | |||||
Tax receivable agreement, amount payable | $ 4,600 | ||||
Verra Mobility Business Combination | Payable Related to Tax Receivable Agreement | |||||
Related Party Transaction [Line Items] | |||||
Tax receivable agreement, amount payable | $ 65,600 |
Related Party Transactions - Su
Related Party Transactions - Summary of Earn Out Shares Issued by Company to Platinum Stockholder (Details) - Platinum Stockholder - $ / shares | Jan. 27, 2020 | Apr. 26, 2019 | Sep. 30, 2020 |
Common Stock Price Greater than $13.00 | |||
Related Party Transaction [Line Items] | |||
Common Stock Price thresholds | $ 13 | ||
Common Stock Price Greater than $15.50 | |||
Related Party Transaction [Line Items] | |||
Common Stock Price thresholds | $ 15.50 | ||
Earn-Out Agreement | Common Stock Price Greater than $13.00 | |||
Related Party Transaction [Line Items] | |||
Common Stock Price thresholds | $ 13 | ||
One-time issuance of shares | 2,500,000 | ||
Earn-Out Agreement | Common Stock Price Greater than $15.50 | |||
Related Party Transaction [Line Items] | |||
Common Stock Price thresholds | $ 15.50 | ||
One-time issuance of shares | 2,500,000 | ||
Earn-Out Agreement | Common Stock Price Greater than $18.00 | |||
Related Party Transaction [Line Items] | |||
Common Stock Price thresholds | $ 18 | ||
One-time issuance of shares | 2,500,000 | ||
Earn-Out Agreement | Common Stock Price Greater than $20.50 | |||
Related Party Transaction [Line Items] | |||
Common Stock Price thresholds | $ 20.50 | ||
One-time issuance of shares | 2,500,000 |
Commitment and Contingencies -
Commitment and Contingencies - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Oct. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2020USD ($) | Mar. 31, 2021Guarantee | |
Loss Contingencies [Line Items] | ||||
Letters of Credit Outstanding | $ 6,300,000 | $ 6,300,000 | ||
Non-cancelable purchase commitments outstanding | 8,100,000 | $ 8,100,000 | ||
Guarantee triggering events, description | In the ordinary course of business, the Company occasionally employs contract terms that mitigate the customer’s risk of aggregate revenue decline in connection with the customer’s adoption of additional or changes to service models within its existing portfolio. These agreements require the customer to satisfy numerous conditions to trigger payment, including volume metrics and other operational requirements. | |||
Guarantee liability | 0 | $ 0 | ||
Contra revenue | 0 | |||
HTA Settlement Agreement | Subsequent Event | ||||
Loss Contingencies [Line Items] | ||||
Gain from receipt of additional proceeds from third party insurance carrier | $ 1,400,000 | |||
Selling, General and Administrative Expenses | ||||
Loss Contingencies [Line Items] | ||||
Severance and other employee separation costs | 600,000 | 1,100,000 | ||
Other Income, Net | HTA Settlement Agreement | ||||
Loss Contingencies [Line Items] | ||||
Gain for distribution of escrow funds | 1,400,000 | 1,400,000 | ||
Commercial Services | ||||
Loss Contingencies [Line Items] | ||||
Accrued exit costs related to severance and other employee separation costs | $ 300,000 | $ 300,000 | ||
Scenario Forecast | ||||
Loss Contingencies [Line Items] | ||||
Guarantee outstanding | Guarantee | 1 | |||
Guarantee outstanding period | 1 year |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2020Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Number of reportable segments | 2 |
Segment Reporting - Financial I
Segment Reporting - Financial Information by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 96,908 | $ 128,240 | $ 293,430 | $ 336,276 |
Operating expenses | 26,361 | 32,827 | 84,805 | 93,484 |
Selling, general and administrative expenses | 14,541 | 18,960 | 55,723 | 55,897 |
Other income, net | (4,982) | (2,727) | (9,430) | (8,279) |
Segment profit (loss) | 15,268 | 36,659 | 27,731 | 72,261 |
Depreciation and amortization | 29,419 | 28,697 | 87,828 | 86,501 |
Loss (gain) on disposal of assets, net | 171 | 174 | (13) | |
Loss from tax receivable agreement adjustment | 4,446 | |||
Impairment of property and equipment | 5,898 | |||
Stock-based compensation | 3,153 | 2,471 | 9,192 | 7,426 |
Interest expense, net | 9,578 | 14,932 | 31,568 | 46,621 |
Income (loss) before income tax provision | 10,672 | 24,454 | 1,147 | 33,919 |
Service Revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 82,980 | 110,757 | 245,292 | 311,884 |
Cost of revenue | 907 | 1,388 | 3,139 | 4,390 |
Product Sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 13,928 | 17,483 | 48,138 | 24,392 |
Cost of revenue | 7,088 | 7,238 | 24,838 | 10,432 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Segment profit (loss) | 52,993 | 70,554 | 134,355 | 180,352 |
Operating Segments | Government Solutions | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 52,755 | 50,607 | 160,763 | 127,964 |
Operating expenses | 14,565 | 15,050 | 45,729 | 43,889 |
Selling, general and administrative expenses | 8,107 | 8,266 | 24,926 | 23,677 |
Other income, net | (33) | (55) | (85) | (129) |
Segment profit (loss) | 22,675 | 19,784 | 64,223 | 48,548 |
Loss (gain) on disposal of assets, net | 160 | 158 | (13) | |
Impairment of property and equipment | 5,898 | |||
Income (loss) before income tax provision | 22,515 | 19,784 | 64,065 | 42,663 |
Operating Segments | Commercial Services | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 44,153 | 77,633 | 132,667 | 208,312 |
Operating expenses | 11,796 | 17,777 | 39,076 | 49,595 |
Selling, general and administrative expenses | 5,920 | 10,407 | 29,495 | 30,798 |
Other income, net | (4,949) | (2,672) | (9,345) | (8,150) |
Segment profit (loss) | 30,832 | 51,057 | 71,434 | 133,226 |
Loss (gain) on disposal of assets, net | 11 | 16 | ||
Income (loss) before income tax provision | 30,821 | 51,057 | 71,418 | 133,226 |
Operating Segments | Service Revenue | Government Solutions | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 38,827 | 33,124 | 112,625 | 103,572 |
Cost of revenue | 353 | 324 | 1,132 | 1,547 |
Operating Segments | Service Revenue | Commercial Services | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 44,153 | 77,633 | 132,667 | 208,312 |
Cost of revenue | 554 | 1,064 | 2,007 | 2,843 |
Operating Segments | Product Sales | Government Solutions | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 13,928 | 17,483 | 48,138 | 24,392 |
Cost of revenue | 7,088 | 7,238 | 24,838 | 10,432 |
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Selling, general and administrative expenses | 514 | 287 | 1,302 | 1,422 |
Segment profit (loss) | (514) | (287) | (1,302) | (1,422) |
Depreciation and amortization | 29,419 | 28,697 | 87,828 | 86,501 |
Loss from tax receivable agreement adjustment | 4,446 | |||
Stock-based compensation | 3,153 | 2,471 | 9,192 | 7,426 |
Interest expense, net | 9,578 | 14,932 | 31,568 | 46,621 |
Income (loss) before income tax provision | $ (42,664) | $ (46,387) | $ (134,336) | $ (141,970) |
Guarantor_Non-Guarantor Finan_3
Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||||||||
Cash and cash equivalents | $ 129,158 | $ 131,513 | ||||||
Restricted cash | 549 | 917 | ||||||
Accounts receivable (net of allowance for credit loss of $10.1 million at September 30, 2020) | 141,019 | 93,514 | ||||||
Unbilled receivables | 16,145 | 20,003 | ||||||
Prepaid expenses and other current assets | 24,714 | 26,491 | ||||||
Total current assets | 311,585 | 272,438 | ||||||
Installation and service parts, net | 6,916 | 8,841 | ||||||
Property and equipment, net | 73,155 | 72,266 | ||||||
Operating lease assets | 30,548 | 32,177 | ||||||
Intangible assets, net | 363,526 | 434,443 | ||||||
Goodwill | 583,341 | 584,150 | ||||||
Other non-current assets | 2,900 | 3,111 | ||||||
Total assets | 1,371,971 | 1,407,426 | ||||||
Current liabilities: | ||||||||
Accounts payable | 45,601 | 50,825 | ||||||
Accrued liabilities | 17,309 | 25,277 | ||||||
Current portion of long-term debt | 9,104 | 28,779 | ||||||
Total current liabilities | 72,014 | 104,881 | ||||||
Long-term debt, net of current portion | 833,624 | 837,686 | ||||||
Operating lease liabilities, net of current portion | 28,723 | 30,130 | ||||||
Payable to related party pursuant to tax receivable agreement | 65,620 | 61,174 | ||||||
Asset retirement obligation | 6,391 | 6,309 | ||||||
Deferred tax liabilities, net | 21,514 | 25,716 | ||||||
Other long-term liabilities | 163 | 2,183 | ||||||
Total liabilities | 1,028,049 | 1,068,079 | ||||||
Total stockholders' equity | 343,922 | $ 331,750 | $ 344,400 | 339,347 | $ 327,591 | $ 309,828 | $ 304,821 | $ 302,056 |
Total liabilities and stockholders' equity | 1,371,971 | $ 1,407,426 | ||||||
Verra Mobility Corporation (Ultimate Parent) | ||||||||
Current assets: | ||||||||
Investment in subsidiary | 174,663 | |||||||
Total current assets | 174,663 | |||||||
Due from affiliates | 169,259 | |||||||
Total assets | 343,922 | |||||||
Current liabilities: | ||||||||
Total stockholders' equity | 343,922 | |||||||
Total liabilities and stockholders' equity | 343,922 | |||||||
VM Consolidated Inc. (Guarantor Subsidiary) | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | 109,881 | |||||||
Restricted cash | 549 | |||||||
Accounts receivable (net of allowance for credit loss of $10.1 million at September 30, 2020) | 137,081 | |||||||
Unbilled receivables | 14,924 | |||||||
Investment in subsidiary | 75,252 | |||||||
Prepaid expenses and other current assets | 21,859 | |||||||
Total current assets | 359,546 | |||||||
Installation and service parts, net | 6,916 | |||||||
Property and equipment, net | 68,894 | |||||||
Operating lease assets | 30,238 | |||||||
Intangible assets, net | 337,906 | |||||||
Goodwill | 524,766 | |||||||
Other non-current assets | 2,886 | |||||||
Total assets | 1,331,152 | |||||||
Current liabilities: | ||||||||
Accounts payable | 28,549 | |||||||
Accrued liabilities | 14,442 | |||||||
Current portion of long-term debt | 9,104 | |||||||
Total current liabilities | 52,095 | |||||||
Long-term debt, net of current portion | 833,624 | |||||||
Operating lease liabilities, net of current portion | 28,571 | |||||||
Payable to related party pursuant to tax receivable agreement | 65,620 | |||||||
Due to affiliates | 152,620 | |||||||
Asset retirement obligation | 6,391 | |||||||
Deferred tax liabilities, net | 17,405 | |||||||
Other long-term liabilities | 163 | |||||||
Total liabilities | 1,156,489 | |||||||
Total stockholders' equity | 174,663 | |||||||
Total liabilities and stockholders' equity | 1,331,152 | |||||||
Non-guarantor Subsidiaries | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | 19,277 | |||||||
Accounts receivable (net of allowance for credit loss of $10.1 million at September 30, 2020) | 3,938 | |||||||
Unbilled receivables | 1,221 | |||||||
Prepaid expenses and other current assets | 2,855 | |||||||
Total current assets | 27,291 | |||||||
Property and equipment, net | 4,261 | |||||||
Operating lease assets | 310 | |||||||
Intangible assets, net | 25,620 | |||||||
Goodwill | 58,575 | |||||||
Other non-current assets | 14 | |||||||
Total assets | 116,071 | |||||||
Current liabilities: | ||||||||
Accounts payable | 17,052 | |||||||
Accrued liabilities | 2,867 | |||||||
Total current liabilities | 19,919 | |||||||
Operating lease liabilities, net of current portion | 152 | |||||||
Due to affiliates | 16,639 | |||||||
Deferred tax liabilities, net | 4,109 | |||||||
Total liabilities | 40,819 | |||||||
Total stockholders' equity | 75,252 | |||||||
Total liabilities and stockholders' equity | 116,071 | |||||||
Eliminations | ||||||||
Current assets: | ||||||||
Investment in subsidiary | (249,915) | |||||||
Total current assets | (249,915) | |||||||
Due from affiliates | (169,259) | |||||||
Total assets | (419,174) | |||||||
Current liabilities: | ||||||||
Due to affiliates | (169,259) | |||||||
Total liabilities | (169,259) | |||||||
Total stockholders' equity | (249,915) | |||||||
Total liabilities and stockholders' equity | $ (419,174) |
Guarantor_Non-Guarantor Finan_4
Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Balance Sheets (Parenthetical) (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | ||
Allowance for credit loss | $ 10,146 | $ 8,456 |
Guarantor_Non-Guarantor Finan_5
Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Condensed Statement Of Income Captions [Line Items] | ||||||||
Total revenue | $ 96,908 | $ 128,240 | $ 293,430 | $ 336,276 | ||||
Operating expenses | 26,544 | 32,965 | 85,502 | 94,098 | ||||
Selling, general and administrative expenses | 17,511 | 21,293 | 64,218 | 62,709 | ||||
Depreciation, amortization and (gain) loss on disposal of assets, net | 29,590 | 28,697 | 88,002 | 86,488 | ||||
Total costs and expenses | 81,640 | 91,581 | 265,699 | 264,015 | ||||
Income (loss) from operations | 15,268 | 36,659 | 27,731 | 72,261 | ||||
Interest expense, net | 9,578 | 14,932 | 31,568 | 46,621 | ||||
Loss from tax receivable agreement adjustment | 4,446 | |||||||
Other income, net | (4,982) | (2,727) | (9,430) | (8,279) | ||||
Total other expenses | 4,596 | 12,205 | 26,584 | 38,342 | ||||
Income before income tax provision | 10,672 | 24,454 | 1,147 | 33,919 | ||||
Income tax provision (benefit) | 3,986 | 6,702 | 3,176 | 9,756 | ||||
Net income (loss) | 6,686 | $ (15,388) | $ 6,673 | 17,752 | $ 3,591 | $ 2,820 | (2,029) | 24,163 |
Other comprehensive income (loss): | ||||||||
Change in foreign currency translation adjustment | 2,467 | (1,664) | (1,408) | (1,736) | ||||
Total comprehensive income (loss) | 9,153 | 16,088 | (3,437) | 22,427 | ||||
Verra Mobility Corporation (Ultimate Parent) | ||||||||
Condensed Statement Of Income Captions [Line Items] | ||||||||
(Income) loss from equity investment | (6,686) | 2,029 | ||||||
Total other expenses | (6,686) | 2,029 | ||||||
Income before income tax provision | 6,686 | (2,029) | ||||||
Net income (loss) | 6,686 | (2,029) | ||||||
Other comprehensive income (loss): | ||||||||
Total comprehensive income (loss) | 6,686 | (2,029) | ||||||
VM Consolidated Inc. (Guarantor Subsidiary) | ||||||||
Condensed Statement Of Income Captions [Line Items] | ||||||||
Total revenue | 93,342 | 282,986 | ||||||
Operating expenses | 24,484 | 79,988 | ||||||
Selling, general and administrative expenses | 16,193 | 59,909 | ||||||
Depreciation, amortization and (gain) loss on disposal of assets, net | 28,113 | 83,984 | ||||||
Total costs and expenses | 76,267 | 250,227 | ||||||
Income (loss) from operations | 17,075 | 32,759 | ||||||
(Income) loss from equity investment | 376 | 3,112 | ||||||
Interest expense, net | 9,578 | 31,568 | ||||||
Loss from tax receivable agreement adjustment | 4,446 | |||||||
Other income, net | (4,895) | (9,264) | ||||||
Total other expenses | 5,059 | 29,862 | ||||||
Income before income tax provision | 12,016 | 2,897 | ||||||
Income tax provision (benefit) | 5,330 | 4,926 | ||||||
Net income (loss) | 6,686 | (2,029) | ||||||
Other comprehensive income (loss): | ||||||||
Total comprehensive income (loss) | 6,686 | (2,029) | ||||||
Non-guarantor Subsidiaries | ||||||||
Condensed Statement Of Income Captions [Line Items] | ||||||||
Total revenue | 3,566 | 10,444 | ||||||
Operating expenses | 2,060 | 5,514 | ||||||
Selling, general and administrative expenses | 1,318 | 4,309 | ||||||
Depreciation, amortization and (gain) loss on disposal of assets, net | 1,477 | 4,018 | ||||||
Total costs and expenses | 5,373 | 15,472 | ||||||
Income (loss) from operations | (1,807) | (5,028) | ||||||
Other income, net | (87) | (166) | ||||||
Total other expenses | (87) | (166) | ||||||
Income before income tax provision | (1,720) | (4,862) | ||||||
Income tax provision (benefit) | (1,344) | (1,750) | ||||||
Net income (loss) | (376) | (3,112) | ||||||
Other comprehensive income (loss): | ||||||||
Change in foreign currency translation adjustment | 2,467 | (1,408) | ||||||
Total comprehensive income (loss) | 2,091 | (4,520) | ||||||
Eliminations | ||||||||
Condensed Statement Of Income Captions [Line Items] | ||||||||
(Income) loss from equity investment | 6,310 | (5,141) | ||||||
Total other expenses | 6,310 | (5,141) | ||||||
Income before income tax provision | (6,310) | 5,141 | ||||||
Net income (loss) | (6,310) | 5,141 | ||||||
Other comprehensive income (loss): | ||||||||
Total comprehensive income (loss) | (6,310) | 5,141 | ||||||
Service Revenue | ||||||||
Condensed Statement Of Income Captions [Line Items] | ||||||||
Total revenue | 82,980 | 110,757 | 245,292 | 311,884 | ||||
Cost of revenue | 907 | 1,388 | 3,139 | 4,390 | ||||
Service Revenue | VM Consolidated Inc. (Guarantor Subsidiary) | ||||||||
Condensed Statement Of Income Captions [Line Items] | ||||||||
Total revenue | 79,414 | 234,848 | ||||||
Cost of revenue | 389 | 1,508 | ||||||
Service Revenue | Non-guarantor Subsidiaries | ||||||||
Condensed Statement Of Income Captions [Line Items] | ||||||||
Total revenue | 3,566 | 10,444 | ||||||
Cost of revenue | 518 | 1,631 | ||||||
Product Sales | ||||||||
Condensed Statement Of Income Captions [Line Items] | ||||||||
Total revenue | 13,928 | 17,483 | 48,138 | 24,392 | ||||
Cost of revenue | 7,088 | $ 7,238 | 24,838 | $ 10,432 | ||||
Product Sales | VM Consolidated Inc. (Guarantor Subsidiary) | ||||||||
Condensed Statement Of Income Captions [Line Items] | ||||||||
Total revenue | 13,928 | 48,138 | ||||||
Cost of revenue | $ 7,088 | $ 24,838 |
Guarantor_Non-Guarantor Finan_6
Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Cash Flows from Operating Activities: | ||||
Net (loss) income | $ (2,029) | $ 24,163 | ||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
Depreciation and amortization | $ 29,419 | $ 28,697 | 87,828 | 86,501 |
Amortization of deferred financing costs and discounts | 3,725 | |||
Loss from tax receivable agreement adjustment | 4,446 | |||
Credit loss expense | 10,628 | 5,347 | ||
Deferred income taxes | (3,920) | (9,426) | ||
Stock-based compensation | 3,153 | 2,471 | 9,192 | 7,426 |
Gain from third-party insurance proceeds | (1,400) | |||
Installation and service parts expense | 704 | 1,055 | ||
Accretion expense | 197 | 269 | ||
Loss on disposal of assets | 174 | (13) | ||
Changes in operating assets and liabilities: | ||||
Accounts receivable, net | (58,913) | (26,353) | ||
Unbilled receivables | 3,866 | (2,117) | ||
Prepaid expenses and other current assets | 8,655 | (9,512) | ||
Accounts payable and accrued liabilities | (15,134) | 12,258 | ||
Other liabilities | (3,669) | (4,976) | ||
Net cash provided by operating activities | 44,350 | 95,586 | ||
Cash Flows from Investing Activities: | ||||
Purchases of installation and service parts and property and equipment | (18,317) | (17,492) | ||
Cash proceeds from the sale of assets | 67 | |||
Net cash used in investing activities | (18,250) | (17,478) | ||
Cash Flows from Financing Activities: | ||||
Repayment of long-term debt | (26,503) | (6,827) | ||
Payment of debt issuance costs | (960) | (299) | ||
Payment of employee tax withholding related to RSUs vesting | (486) | |||
Net cash used in financing activities | (27,949) | (7,126) | ||
Effect of exchange rate changes on cash and cash equivalents | (874) | |||
Net (decrease) increase in cash, cash equivalents and restricted cash | (2,723) | 70,639 | ||
Cash, cash equivalents and restricted cash - beginning of period | 132,430 | 67,081 | ||
Cash, cash equivalents and restricted cash - end of period | 129,707 | $ 137,720 | 129,707 | 137,720 |
Supplemental cash flow information: | ||||
Interest paid | 28,200 | 42,308 | ||
Income taxes paid, net of refunds | 8,736 | 23,870 | ||
Supplemental non-cash investing and financing activities: | ||||
Earn-out shares issued to Platinum Stockholder | 18,287 | 18,288 | ||
Additions to ARO, property and equipment, and other | 127 | 175 | ||
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end | 3,034 | $ 8,399 | ||
Verra Mobility Corporation (Ultimate Parent) | ||||
Cash Flows from Operating Activities: | ||||
Net (loss) income | (2,029) | |||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
(Income) loss from equity investment | (6,686) | 2,029 | ||
Supplemental non-cash investing and financing activities: | ||||
Earn-out shares issued to Platinum Stockholder | 18,287 | |||
VM Consolidated Inc. (Guarantor Subsidiary) | ||||
Cash Flows from Operating Activities: | ||||
Net (loss) income | (2,029) | |||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
Depreciation and amortization | 83,826 | |||
Amortization of deferred financing costs and discounts | 3,725 | |||
Loss from tax receivable agreement adjustment | 4,446 | |||
Credit loss expense | 10,628 | |||
Deferred income taxes | (2,369) | |||
Stock-based compensation | 9,192 | |||
Gain from third-party insurance proceeds | (1,400) | |||
Installation and service parts expense | 704 | |||
Accretion expense | 197 | |||
Loss on disposal of assets | 158 | |||
(Income) loss from equity investment | 376 | 3,112 | ||
Changes in operating assets and liabilities: | ||||
Accounts receivable, net | (59,581) | |||
Unbilled receivables | 4,393 | |||
Prepaid expenses and other current assets | 9,068 | |||
Accounts payable and accrued liabilities | (17,678) | |||
Due to affiliates | (2,759) | |||
Other liabilities | (3,669) | |||
Net cash provided by operating activities | 39,964 | |||
Cash Flows from Investing Activities: | ||||
Purchases of installation and service parts and property and equipment | (15,938) | |||
Cash proceeds from the sale of assets | 67 | |||
Net cash used in investing activities | (15,871) | |||
Cash Flows from Financing Activities: | ||||
Repayment of long-term debt | (26,503) | |||
Payment of debt issuance costs | (960) | |||
Payment of employee tax withholding related to RSUs vesting | (486) | |||
Net cash used in financing activities | (27,949) | |||
Net (decrease) increase in cash, cash equivalents and restricted cash | (3,856) | |||
Cash, cash equivalents and restricted cash - beginning of period | 114,286 | |||
Cash, cash equivalents and restricted cash - end of period | 110,430 | 110,430 | ||
Supplemental cash flow information: | ||||
Interest paid | 28,200 | |||
Income taxes paid, net of refunds | 8,447 | |||
Supplemental non-cash investing and financing activities: | ||||
Additions to ARO, property and equipment, and other | 127 | |||
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end | 3,034 | |||
Non-guarantor Subsidiaries | ||||
Cash Flows from Operating Activities: | ||||
Net (loss) income | (3,112) | |||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
Depreciation and amortization | 4,002 | |||
Deferred income taxes | (1,551) | |||
Loss on disposal of assets | 16 | |||
Changes in operating assets and liabilities: | ||||
Accounts receivable, net | 668 | |||
Unbilled receivables | (527) | |||
Prepaid expenses and other current assets | (413) | |||
Accounts payable and accrued liabilities | 2,544 | |||
Due to affiliates | 2,759 | |||
Net cash provided by operating activities | 4,386 | |||
Cash Flows from Investing Activities: | ||||
Purchases of installation and service parts and property and equipment | (2,379) | |||
Net cash used in investing activities | (2,379) | |||
Cash Flows from Financing Activities: | ||||
Effect of exchange rate changes on cash and cash equivalents | (874) | |||
Net (decrease) increase in cash, cash equivalents and restricted cash | 1,133 | |||
Cash, cash equivalents and restricted cash - beginning of period | 18,144 | |||
Cash, cash equivalents and restricted cash - end of period | 19,277 | 19,277 | ||
Supplemental cash flow information: | ||||
Income taxes paid, net of refunds | 289 | |||
Eliminations | ||||
Cash Flows from Operating Activities: | ||||
Net (loss) income | 5,141 | |||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
(Income) loss from equity investment | $ 6,310 | $ (5,141) |