Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2021 | |
Document and Entity Information [Abstract] | |
Document Type | S-1 |
Entity Registrant Name | DoubleVerify Holdings, Inc. |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Central Index Key | 0001819928 |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS $ in Thousands | Dec. 31, 2019USD ($) |
Current assets | |
Cash and cash equivalents | $ 10,920 |
Trade receivables, net of allowances for doubtful accounts of $5,246 and $7,049 as of September 30, 2021 and December 31, 2020 respectively | 68,683 |
Prepaid expenses and other current assets | 5,632 |
Total current assets | 85,235 |
Property, plant and equipment, net | 13,438 |
Goodwill | 227,349 |
Intangible assets, net | 139,621 |
Deferred tax assets | 95 |
Other non-current assets | 533 |
Total assets | 466,271 |
Current liabilities | |
Trade payables | 1,143 |
Accrued expense | 16,378 |
Income tax liabilities | 7,770 |
Current portion of longterm debt | 471 |
Current portion of capital lease obligations | 1,365 |
Contingent considerations current | 2,014 |
Other current liabilities | 2,869 |
Total current liabilities | 32,010 |
Long-term debt | 72,730 |
Capital lease obligations | 3,518 |
Deferred tax liabilities | 36,567 |
Other non-current liabilities | 2,232 |
Contingent considerations non-current | 1,196 |
Total liabilities | 148,253 |
Commitments and Contingencies (Note 14) | |
Stockholders' equity | |
Common stock, $0.001 par value, 700,000 shares authorized, 140,222 and 139,721 shares issued, and 125,074 and 139,721 shares outstanding as of December 31, 2020 and December 31, 2019 respectively | 140 |
Additional paid-in capital | 283,457 |
Retained earnings | 34,488 |
Accumulated other comprehensive income (loss), net of income taxes | (67) |
Total stockholders' equity | 318,018 |
Total liabilities and stockholders' equity | $ 466,271 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Sep. 30, 2021 | Mar. 29, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||||
Trade Receivables, net of allowances | $ 5,246 | $ 7,049 | $ 4,599 | |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000 | 700,000 | 700,000 | |
Common stock, shares issued | 158,524 | 140,222 | 139,721 | |
Common stock, shares outstanding | 158,474 | 125,074 | 139,721 | |
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |
Preferred stock, shares authorized | 100,000 | 61,006 | 0 | |
Preferred stock, shares issued | 0 | 61,006 | 0 | |
Preferred stock, shares outstanding | 0 | 61,006 | 0 | |
Preferred stock, liquidation value | $ 350,000 | $ 0 | ||
Treasury stock, shares | 50 | 15,146 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | |||||||||||
Revenue | $ 83,098 | $ 61,037 | $ 227,208 | $ 165,276 | $ 243,917 | $ 182,663 | $ 104,304 | ||||
Cost of revenue (exclusive of depreciation and amortization shown separately below) | 13,435 | 8,998 | 35,929 | 23,963 | 35,750 | 24,848 | 18,525 | ||||
Product development | 16,359 | 13,087 | 45,658 | 34,324 | 47,004 | 31,598 | 24,224 | ||||
Sales, marketing and customer support | 19,539 | 16,728 | 54,653 | 41,880 | 62,157 | 38,401 | 23,235 | ||||
General and administrative | 14,465 | 10,369 | 58,317 | 29,327 | 53,056 | 26,899 | 14,631 | ||||
Depreciation and amortization | 7,492 | 6,087 | 21,989 | 18,167 | 24,595 | 21,813 | 18,626 | ||||
Income from operations | 11,808 | 5,768 | 10,662 | 17,615 | 21,355 | 39,104 | 5,063 | ||||
Interest expense | 249 | 858 | 936 | 2,958 | 4,931 | 5,202 | 3,058 | ||||
Other income, net | 365 | 481 | 365 | 359 | (885) | (1,458) | 25 | ||||
(Loss) income before income taxes | 17,309 | 35,360 | 1,980 | ||||||||
Income tax expense (benefit) | 3,270 | (1,376) | 8,361 | 1,975 | (3,144) | 12,053 | (1,197) | ||||
Net income | $ 7,924 | $ (12,568) | $ 5,644 | $ 5,805 | $ 4,078 | $ 2,440 | $ 1,000 | $ 12,323 | $ 20,453 | $ 23,307 | $ 3,177 |
Earnings per share: | |||||||||||
Basic | $ 0.05 | $ 0.04 | $ 0.01 | $ 0.09 | $ 0.15 | $ 0.17 | $ 0.02 | ||||
Diluted | $ 0.05 | $ 0.04 | $ 0.01 | $ 0.08 | $ 0.14 | $ 0.16 | $ 0.02 | ||||
Weighted-average common stock outstanding: | |||||||||||
Basic | 158,045 | 139,841 | 144,305 | 139,779 | 138,072 | 139,650 | 139,588 | ||||
Diluted | 167,045 | 146,554 | 153,547 | 146,843 | 145,443 | 143,046 | 139,588 | ||||
Comprehensive income: | |||||||||||
Net income | $ 7,924 | (12,568) | 5,644 | $ 5,805 | 4,078 | 2,440 | $ 1,000 | $ 12,323 | $ 20,453 | $ 23,307 | $ 3,177 |
Other comprehensive income: | |||||||||||
Foreign currency cumulative translation adjustment | 303 | $ 355 | $ (799) | 410 | $ 231 | $ (153) | (141) | 488 | 1,078 | (67) | 3 |
Total comprehensive income | $ 8,227 | $ 6,215 | $ 859 | $ 12,811 | $ 21,531 | $ 23,240 | $ 3,180 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common Stock | Preferred StockSeries A Preferred Stock | Preferred Stock | Treasury StockSeries A Preferred Stock | Treasury Stock | Additional Paid-in CapitalSeries A Preferred Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive (Income) Loss Net of Income Taxes | Series A Preferred Stock | Total |
Balance at Dec. 31, 2017 | $ 140 | $ 280,051 | $ 8,004 | $ 288,195 | |||||||
Balance (in shares) at Dec. 31, 2017 | 139,528 | ||||||||||
Foreign currency translation adjustment | $ 3 | 3 | |||||||||
Stock-based compensation | 1,442 | 1,442 | |||||||||
Common stock issued under employee purchase plan | 100 | 100 | |||||||||
Common stock issued under employee purchase plan (in shares) | 50 | ||||||||||
Common stock issued upon exercise of stock options | 7 | $ 7 | |||||||||
Common stock issued upon exercise of stock options (in shares) | 2 | 2 | |||||||||
RSU Vested (in shares) | 38 | ||||||||||
Net income | 3,177 | $ 3,177 | |||||||||
Balance at Dec. 31, 2018 | $ 140 | 281,600 | 11,181 | 3 | 292,924 | ||||||
Balance (in shares) at Dec. 31, 2018 | 139,618 | ||||||||||
Foreign currency translation adjustment | (67) | ||||||||||
Foreign currency translation adjustment | (70) | (70) | |||||||||
Stock-based compensation | 1,680 | 1,680 | |||||||||
Common stock issued upon exercise of stock options | 177 | $ 177 | |||||||||
Common stock issued upon exercise of stock options (in shares) | 65 | 65 | |||||||||
RSU Vested (in shares) | 38 | ||||||||||
Net income | 23,307 | $ 23,307 | |||||||||
Balance at Dec. 31, 2019 | $ 140 | 283,457 | 34,488 | (67) | 318,018 | ||||||
Balance (in shares) at Dec. 31, 2019 | 139,721 | ||||||||||
Foreign currency translation adjustment | (153) | (153) | |||||||||
Stock-based compensation | 802 | 802 | |||||||||
Common stock issued upon exercise of stock options | 70 | 70 | |||||||||
Common stock issued upon exercise of stock options (in shares) | 32 | ||||||||||
Net income | 2,440 | 2,440 | |||||||||
Balance at Mar. 31, 2020 | $ 140 | 284,329 | 36,928 | (220) | 321,177 | ||||||
Balance (in shares) at Mar. 31, 2020 | 139,753 | ||||||||||
Balance at Dec. 31, 2019 | $ 140 | 283,457 | 34,488 | (67) | 318,018 | ||||||
Balance (in shares) at Dec. 31, 2019 | 139,721 | ||||||||||
Foreign currency translation adjustment | 488 | ||||||||||
Net income | 12,323 | ||||||||||
Balance at Sep. 30, 2020 | $ 140 | 287,825 | 46,811 | 421 | 335,197 | ||||||
Balance (in shares) at Sep. 30, 2020 | 139,935 | ||||||||||
Balance at Dec. 31, 2019 | $ 140 | 283,457 | 34,488 | (67) | 318,018 | ||||||
Balance (in shares) at Dec. 31, 2019 | 139,721 | ||||||||||
Foreign currency translation adjustment | 1,078 | 1,078 | |||||||||
Stock-based compensation | 5,984 | 5,984 | |||||||||
Exchange of common stock for Series A preferred stock | $ 454 | $ (260,686) | $ 260,232 | ||||||||
Exchange of common stock for Series A preferred stock (in shares) | 45,438 | 15,146 | |||||||||
Issuance of stock | $ 156 | $ 85,308 | $ 85,464 | ||||||||
Issuance of stock (in shares) | 15,568 | ||||||||||
Repurchase of vested options | (15,506) | (15,506) | |||||||||
Common stock issued under employee purchase plan | 424 | 424 | |||||||||
Common stock issued under employee purchase plan (in shares) | 61 | ||||||||||
Common stock issued upon exercise of stock options | 780 | $ 780 | |||||||||
Common stock issued upon exercise of stock options (in shares) | 255 | 254 | |||||||||
RSU Vested (in shares) | 185 | ||||||||||
Net income | 20,453 | $ 20,453 | |||||||||
Balance at Dec. 31, 2020 | $ 140 | $ 610 | $ (260,686) | 620,679 | 54,941 | 1,011 | 416,695 | ||||
Balance (in shares) at Dec. 31, 2020 | 140,222 | 61,006 | 15,146 | ||||||||
Balance at Mar. 31, 2020 | $ 140 | 284,329 | 36,928 | (220) | 321,177 | ||||||
Balance (in shares) at Mar. 31, 2020 | 139,753 | ||||||||||
Foreign currency translation adjustment | 231 | 231 | |||||||||
Stock-based compensation | 1,140 | 1,140 | |||||||||
Common stock issued upon exercise of stock options | 51 | 51 | |||||||||
Common stock issued upon exercise of stock options (in shares) | 58 | ||||||||||
Net income | 4,078 | 4,078 | |||||||||
Balance at Jun. 30, 2020 | $ 140 | 285,520 | 41,006 | 11 | 326,677 | ||||||
Balance (in shares) at Jun. 30, 2020 | 139,811 | ||||||||||
Foreign currency translation adjustment | 410 | 410 | |||||||||
Stock-based compensation | 1,619 | 1,619 | |||||||||
Common stock issued under employee purchase plan | 423 | 423 | |||||||||
Common stock issued under employee purchase plan (in shares) | 61 | ||||||||||
Common stock issued upon exercise of stock options | 263 | 263 | |||||||||
Common stock issued upon exercise of stock options (in shares) | 44 | ||||||||||
RSU Vested (in shares) | 19 | ||||||||||
Net income | 5,805 | 5,805 | |||||||||
Balance at Sep. 30, 2020 | $ 140 | 287,825 | 46,811 | 421 | 335,197 | ||||||
Balance (in shares) at Sep. 30, 2020 | 139,935 | ||||||||||
Balance at Dec. 31, 2020 | $ 140 | $ 610 | $ (260,686) | 620,679 | 54,941 | 1,011 | 416,695 | ||||
Balance (in shares) at Dec. 31, 2020 | 140,222 | 61,006 | 15,146 | ||||||||
Foreign currency translation adjustment | (799) | (799) | |||||||||
Stock-based compensation | 2,538 | 2,538 | |||||||||
Common stock issued upon exercise of stock options | 538 | 538 | |||||||||
Common stock issued upon exercise of stock options (in shares) | 180 | ||||||||||
Net income | 5,644 | 5,644 | |||||||||
Balance at Mar. 31, 2021 | $ 140 | $ 610 | $ (260,686) | 623,755 | 60,585 | 212 | 424,616 | ||||
Balance (in shares) at Mar. 31, 2021 | 140,402 | 61,006 | 15,146 | ||||||||
Balance at Dec. 31, 2020 | $ 140 | $ 610 | $ (260,686) | 620,679 | 54,941 | 1,011 | 416,695 | ||||
Balance (in shares) at Dec. 31, 2020 | 140,222 | 61,006 | 15,146 | ||||||||
Foreign currency translation adjustment | $ (141) | ||||||||||
Common stock issued upon exercise of stock options (in shares) | 1,710 | ||||||||||
Net income | $ 1,000 | ||||||||||
Balance at Sep. 30, 2021 | $ 159 | $ (1,802) | 677,588 | 55,941 | 870 | 732,756 | |||||
Balance (in shares) at Sep. 30, 2021 | 158,524 | 50 | |||||||||
Balance at Mar. 31, 2021 | $ 140 | $ 610 | $ (260,686) | 623,755 | 60,585 | 212 | 424,616 | ||||
Balance (in shares) at Mar. 31, 2021 | 140,402 | 61,006 | 15,146 | ||||||||
Foreign currency translation adjustment | 355 | 355 | |||||||||
Stock-based compensation | 4,714 | 4,714 | |||||||||
Exchange of common stock for Series A preferred stock | $ 5 | $ (610) | $ 260,686 | (260,081) | |||||||
Exchange of common stock for Series A preferred stock (in shares) | 5,190 | (61,006) | (15,146) | ||||||||
Common stock issued upon exercise of stock options | $ 2 | 2,907 | 2,909 | ||||||||
Common stock issued upon exercise of stock options (in shares) | 871 | ||||||||||
RSU Vested (in shares) | 217 | ||||||||||
Net income | (12,568) | (12,568) | |||||||||
Balance at Jun. 30, 2021 | $ 158 | 670,674 | 48,017 | 567 | 719,416 | ||||||
Balance (in shares) at Jun. 30, 2021 | 157,768 | ||||||||||
Foreign currency translation adjustment | 303 | 303 | |||||||||
Stock-based compensation | 4,848 | 4,848 | |||||||||
Common stock issued upon exercise of stock options | $ 1 | 2,066 | 2,067 | ||||||||
Common stock issued upon exercise of stock options (in shares) | 651 | ||||||||||
RSU Vested (in shares) | 105 | ||||||||||
Net income | 7,924 | 7,924 | |||||||||
Balance at Sep. 30, 2021 | $ 159 | $ (1,802) | $ 677,588 | $ 55,941 | $ 870 | $ 732,756 | |||||
Balance (in shares) at Sep. 30, 2021 | 158,524 | 50 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating activities: | |||
Net income | $ 20,453 | $ 23,307 | $ 3,177 |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Bad debt expense | 4,811 | 3,346 | 1,487 |
Depreciation and amortization expense | 24,595 | 21,813 | 18,626 |
Amortization of debt issuance costs | 285 | 298 | 301 |
Loss on extinguishment of debt | 350 | ||
Accretion of acquisition liabilities | 36 | 363 | |
Deferred taxes | (5,137) | 1,997 | (2,045) |
Non-cash stock-based compensation expense | 5,984 | 1,680 | 1,442 |
Interest expense (income) | (12) | (119) | 216 |
Unrealized gain | (949) | (1,079) | |
Offering costs | 3,555 | ||
Other | 673 | ||
Changes in operating assets and liabilities, net of effects of business combinations | |||
Trade receivables | (30,443) | (32,741) | (12,972) |
Prepaid expenses and other current assets | (8,792) | (1,637) | (1,234) |
Other non-current assets | (221) | (409) | (8) |
Trade payables and other liabilities | 2,482 | (538) | (339) |
Accrued expenses | 8,960 | 6,162 | 1,369 |
Other current liabilities | (6,560) | 9,954 | 277 |
Other non-current liabilities | 1,146 | (2,964) | 1,761 |
Net cash provided by operating activities | 21,216 | 29,433 | 12,058 |
Investing activities: | |||
Acquisition of businesses, net of cash acquired | (57,252) | (11,328) | |
Purchase of property, plant and equipment | (9,751) | (5,943) | (1,640) |
Net cash (used in) investing activities | (9,751) | (63,195) | (12,968) |
Financing activities: | |||
Proceeds from long-term debt | 89,650 | 20,000 | 25,225 |
Payments of long-term debt | (142,113) | (750) | (985) |
Payments related to debt issuance costs | (577) | ||
Payments related to offering costs | (3,610) | ||
Deferred payment related to acquisition of assets | (71) | (145) | |
Payment of contingent consideration related to Zentrick acquisition | (601) | (601) | |
Repurchase of vested options | (15,506) | ||
Proceeds from Series A preferred stock issuance, net of issuance costs | 346,150 | ||
Payments to shareholders for preferred stock Series A | (260,686) | ||
Proceeds from common stock issued upon exercise of stock options | 780 | 177 | 7 |
Proceeds from common stock issued under employee purchase plan | 424 | 100 | |
Capital lease payments | (1,443) | (1,521) | (1,301) |
Net cash provided by (used in) financing activities | 10,385 | 15,045 | 22,901 |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | 203 | 23 | (76) |
Net increase in cash, cash equivalents, and restricted cash | 22,053 | (18,694) | 21,915 |
Cash, cash equivalents, and restricted cash - Beginning of period | 11,342 | 30,036 | 8,121 |
Cash, cash equivalents, and restricted cash - End of period | 33,395 | 11,342 | 30,036 |
Supplemental cash flow information: | |||
Cash paid for taxes | 16,180 | 1,962 | 1,866 |
Cash paid for interest | 3,369 | 4,659 | 2,541 |
Noncash investing and financing transaction | |||
Exchange of common stock for preferred stock | 260,686 | ||
Deferred payment obligation issued as consideration | 2,097 | 3,973 | |
Contingent consideration issued | 4,690 | ||
Acquisition of equipment under capital lease | 1,603 | 1,535 | $ 3,924 |
Offering costs not yet paid for | 75 | ||
Leiki Oy acquisition | |||
Financing activities: | |||
Deferred payment related to acquisition | (2,033) | $ (2,189) | |
Zentrick NV acquisition | |||
Financing activities: | |||
Deferred payment related to acquisition | $ (50) |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS - Reconciliation of Cashflows - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||
Cash and cash equivalents | $ 319,825 | $ 33,354 | $ 17,289 | $ 10,920 | $ 29,445 | |
Restricted cash (included in prepaid expenses and other current assets on the consolidated balance sheets) | 42 | 41 | 397 | 422 | 591 | |
Total cash and cash equivalents and restricted cash | $ 319,867 | $ 33,395 | $ 17,686 | $ 11,342 | $ 30,036 | $ 8,121 |
Description of Business
Description of Business | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Description of Business | ||
Description of Business | 1. Description of Business DoubleVerify is a software platform for digital media measurement, data and analytics. The Company’s solutions provide advertisers with a single measure of digital ad quality and effectiveness, the DV Authentic Ad, which ensures that a digital ad was delivered in a brand-safe environment, fully viewable, by a real person and in the intended geography. The Company’s software interface, DV Pinnacle, provides customers with access to data on all of their digital ads and enables them to make changes to their ad strategies on a real-time basis. The Company’s software solutions are integrated across the entire digital advertising ecosystem, including programmatic platforms, Connected TV (“CTV”), social media channels and digital publishers. The Company’s solutions are accredited by the Media Rating Council, which allows the Company’s data to be used as a single-source standard in the evaluation and measurement of digital ads. The Company was incorporated on August 16, 2017, is registered in the state of Delaware and is the parent company of DoubleVerify Midco, Inc. (“MidCo”), which is in turn the parent company of DoubleVerify Inc . On August 18, 2017, DoubleVerify Inc. entered into an agreement and plan of merger (the “Agreement”), whereby the Company, formerly known as Pixel Group Holdings, Inc. and Pixel Merger Sub, Inc. (“Merger Sub”), a wholly owned subsidiary of the Company, agreed to provide for the merger of the Merger Sub with DoubleVerify Inc. pursuant to the terms and conditions of the Agreement. On the effective date, Merger Sub was merged with and into DoubleVerify Inc. whereupon the separate corporate existence of Merger Sub ceased and DoubleVerify Inc. continued as the surviving corporation. Through the merger, the Company acquired 100% of the outstanding equity instruments of DoubleVerify Inc. resulting in a change of control at the parent level. The merger resulted in the application of acquisition accounting under the provisions of Financial Accounting Standards Board (“FASB”) Topic Accounting Standards Codification (“ASC”) 805 , Business Combinations. The Company has wholly owned subsidiaries in numerous jurisdictions including Israel, the United Kingdom, Germany, Singapore, Australia, Canada, Brazil, Belgium, Mexico, France, Japan, Spain, and Finland, and operates in one reportable segment. On April 23, 2021, the Company completed an initial public offering of its common stock (“IPO”). See Footnote 12, Stockholders’ Equity. | 1. Description of Business DoubleVerify Holdings, Inc. (the “Company”) is a software platform for digital media measurement, data and analytics. The Company’s solutions provide advertisers with a single measure of digital ad quality and effectiveness, the Authentic Ad, which ensures that a digital ad was delivered in a brand-safe environment, fully viewable, by a real person and in the intended geography. The Company’s software interface, Pinnacle, provides customers with access to data on all of their digital ads and enables them to make changes to their ad strategies on a real-time basis. The Company’s software solutions are integrated across the entire digital advertising ecosystem, including programmatic platforms, social media channels and digital publishers. The Company’s solutions are accredited by the Media Rating Council, which allows the Company’s data to be used as a single-source standard in the evaluation and measurement of digital ads. The Company was incorporated on August 16, 2017, is registered in the state of Delaware and is the parent company of DoubleVerify Midco, Inc. (“MidCo”), which is in turn the parent company of DoubleVerify Inc. (“DoubleVerify”). On August 18, 2017, DoubleVerify entered into an agreement and plan of merger (the “Agreement”), whereby the Company, formerly known as Pixel Group Holdings, Inc. (the “Ultimate Parent”) and Pixel Merger Sub, Inc. (“Merger Sub”), a wholly-owned subsidiary of the Company, agreed to provide for the merger of the Merger Sub with DoubleVerify pursuant to the terms and conditions of the Agreement. On the effective date, Merger Sub was merged with and into DoubleVerify whereupon the separate corporate existence of Merger Sub ceased and DoubleVerify continued as the surviving corporation. Through the merger, the Company acquired 100% of the outstanding equity instruments of DoubleVerify (the “Acquisition”) resulting in a change of control at the parent level. The merger resulted in the application of acquisition accounting under the provisions of Financial Accounting Standards Board (“FASB”) Topic Accounting Standards Codification (“ASC”) 805 , “Business Combinations.” The Company has wholly-owned subsidiaries in numerous jurisdictions including Israel, the United Kingdom, Germany, Singapore, Australia, Canada, Brazil, Belgium, Mexico, France, Japan, Spain, and Finland, and operates in one reportable segment. Since January 2020, an outbreak of the 2019 novel coronavirus (“COVID-19”) has evolved into a worldwide pandemic. The Company has modified operations in line with business continuity plans. As a result of the pandemic, the Company has temporarily closed offices globally, including the corporate headquarters in New York, and is operating with nearly all staff working remotely. The pandemic has resulted in market disruptions and a global economic slowdown, which has materially impacted demand for a broad variety of goods and services, and is also disrupting sales channels and marketing activities. The duration of such disruptions is highly uncertain and cannot be predicted. While COVID-19 has not had a significant impact on the Company’s results from operations to date, to the extent that demand for digital advertising declines, the Company’s results and financial condition may be materially and adversely impacted. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies | ||
Basis of Presentation and Summary of Significant Accounting Policies | 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Preparation and Principles of Consolidation The accompanying Condensed Consolidated Balance Sheets as of September 30, 2021 and December 31, 2020, the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2021 and 2020, the Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2021 and 2020, and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020 reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results for the periods shown in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules and regulations of the SEC for interim financial reporting periods. Accordingly, certain information and footnote disclosures have been condensed or omitted pursuant to SEC rules that would ordinarily be required under GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements as of December 31, 2020 and 2019 and for the years then ended and the accompanying notes thereto included in the Company’s Prospectus. On March 29, 2021, the Company effected a 1 Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. These estimates are based on the information available as of the date of the Condensed Consolidated Financial Statements . Recently Issued Accounting Pronouncements The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with certain new or revised accounting standards. Financial Instruments - Credit Losses In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which is intended to provide more decision-useful information about expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. ASU 2016-13 revises the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses on financial instruments, including, but not limited to accounts receivable. This guidance is effective for annual reporting periods beginning after December 15, 2022 for non-public entities, including interim periods within that reporting period. Early adoption is permitted and the update allows for a modified retrospective method of adoption. The Company is currently in the process of evaluating the impact of this standard on the Company’s Condensed Consolidated Financial Statements. Cloud Computing In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The Company intends to adopt amendment ASU No. 2018-15 on December 31, 2021 using a prospective approach. The Company is currently in the process of evaluating the impact of this standard and its adoption is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. Leases In February 2016, the FASB issued ASU No. 2016-02, Leases Topic 842 Codification Improvements to Topic 842, Leases correct and consolidate various areas previously discussed in ASU 2016-02. FASB also issued ASU No. 2018- 11, Leases: Targeted Improvements Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) (“ASU 2019-12”) | 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Preparation and Principles of Consolidation The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and reflect the financial statements of the Company and all of its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. On March 29, 2021, the Company effected a 1 Accordingly, all share and per share amounts for all periods presented in these consolidated financial statements and notes thereto, have been adjusted retrospectively, where applicable, to reflect this reverse stock split. Use of Estimates and Judgments in the Preparation of the Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, assumptions in valuing acquired assets and liabilities assumed in business combinations, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in these estimates. These estimates are based on the information available as of the date of the Consolidated Financial Statements. Segment Reporting The Company’s operating segments are determined based on the units that constitute a business for which discrete financial information is available and for which operating results are regularly reviewed by the Chief Operating Decision Maker (“CODM”). The CODM is the highest level of management responsible for assessing the Company’s overall performance and making operational decisions. The Company operates in one single operating and reportable Fair Value Measurements The Company evaluates the fair value of certain assets and liabilities using the fair value hierarchy. Fair value is an exit price representing the amount that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company applies the three-tier GAAP value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1 — observable inputs such as quoted prices in active markets; Level 2 — inputs other than the quoted prices in active markets that are observable either directly or indirectly; Level 3 — unobservable inputs of which there is little or no market data, which require the Company to develop its own assumptions. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measure. The carrying amounts of accounts receivable, accounts payable, accrued expenses and other current liabilities approximate fair value due to the short-term nature of these instruments. Foreign Currency A majority of the Company’s revenues are generated in U.S. dollars. In addition, most of the Company’s costs are denominated and determined in U.S. dollars. Thus, the reporting currency of the Company is the U.S. dollar. The functional currency of the Company’s foreign subsidiaries is generally the local currency. The assets and liabilities of subsidiaries whose functional currency is a foreign currency are translated at the period-end exchange rates. Income statement items are translated at the average monthly rates for the year. The resulting translation adjustment is recorded as a component of accumulated other comprehensive (income) loss and is included in the Consolidated Statement of Stockholders’ Equity. For the years ended December 31, 2020, 2019, and 2018, the Company recorded an aggregate transaction loss of $0.5 million, an aggregate transaction gain of less than $0.1 million, and an aggregate transaction loss of $0.5 million, respectively. The aggregate transaction gains or losses were recorded in the Consolidated Statement of Operations and Comprehensive Income. Cash and Cash Equivalents The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents. Pursuant to the Company’s investment policy, its surplus funds are kept as cash or cash equivalents in money market and savings accounts to reduce its exposure to market risk. Trade Receivables Net of Allowances for Doubtful Accounts Trade receivables are non-interest bearing and are stated at gross invoice amounts. A receivable is recorded when the Company has an unconditional right to receive payment based on the satisfaction of performance obligations, such that only the passage of time is required before consideration is due, regardless of whether amounts are billed or unbilled. Included in trade receivables on the Consolidated Balance Sheets are unbilled receivable balances which have not yet been invoiced. The Company estimates its allowance for doubtful accounts by evaluating specific accounts where information indicates the customers may have an inability to meet financial obligations, such as bankruptcy proceedings and receivable amounts outstanding for an extended period beyond contractual terms. In these cases, the Company uses assumptions and judgment, based on the best available facts and circumstances, to either record a specific allowance against these customer balances or to write the balances off. Write-offs of accounts receivable are taken in the period when the Company has exhausted its efforts to collect overdue and unpaid receivables or otherwise has evaluated other circumstances that indicate that the Company should abandon such efforts. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets on the Consolidated Balance Sheets consistent primarily of prepaid taxes, other general prepaid expenses, restricted cash, and value added tax assets. Any expenses paid prior to the related services being rendered are recorded as prepaid expenses and amortized over the period of service. Restricted cash represents amounts pledged as collateral for certain agreements with third parties. Upon satisfying the terms of the agreements, the funds are expected to be released and available for use by the Company. As of December 31, 2020 and 2019, the Company had less than $0.1 million and $0.4 million of restricted cash, respectively. As of December 31, 2020 and 2019, the Company had prepaid income taxes of $10.4 million and $0.9 million, respectively. Property, Plant and Equipment, Net Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the following estimated useful lives of the assets: Computer equipment 3 years Office furniture and equipment 4 Leasehold improvements 4 Assets under capital leases are recorded at their net present value at the inception of the lease. Assets under capital leases and leasehold improvements are amortized over the shorter of the related lease terms or their useful lives. Expenditures which significantly improve or extend the life of an asset are capitalized, while charges for routine maintenance and repairs are expensed during the year incurred. Capitalized Software Capitalized software, which is included in Property, plant and equipment, net, consists of costs to purchase and develop internal-use software, which the Company uses to provide services to its customers. The costs to purchase and develop internal-use software are capitalized from the time that the preliminary project stage is completed, and it is considered probable that the software will be used to perform the function intended. These costs include personnel and related employee benefits for employees directly associated with the software development and external costs of the materials or services consumed in developing or obtaining the software. Any costs incurred during subsequent efforts to upgrade and enhance the functionality of the software are also capitalized. Once this software is ready for use in the Company’s products, these costs are amortized on a straight-line basis over the estimated useful life of the software, which is 3 years. During the years ended December 31, 2020 and December 31, 2019, the Company capitalized $5.2 million and $3.1 million in internal-use software cost, respectively. Amortization expense was $1.4 million and $0.4 million on capitalized internal-use software costs during the years ended December 31, 2020 and December 31, 2019, respectively. This is included within depreciation expense on Property, plant and equipment, net. The Company did not capitalize software costs and recognize amortization expense in 2018 as the Company did not have a process in place to track costs. Leases The Company leases its facilities and meets the requirements to account for these leases as operating leases. For facility leases that contain rent escalations or rent concession provisions, the Company records its lease expense during the lease term on a straight-line basis over the term of the lease. The Company records the difference between the rent paid and the straight-line rent as a deferred rent liability. Leasehold improvements funded by landlords or allowances are recorded as leasehold improvement assets and a deferred rent liability which is amortized as a reduction of rent expense over the lesser of the term of the lease or life of the asset. The Company leases computer equipment that meet the requirements to account for these as capital leases. The Company records capital leases as an asset and an obligation at an amount equal to the present value of the minimum lease payments as determined at the beginning of the lease term. Depreciation of capitalized leased assets is computed over their useful life and is included in depreciation expense. Business Combinations The Company recognizes assets acquired and liabilities assumed at their fair value on the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill. Acquisition-related costs are expensed as incurred. Goodwill Goodwill represents the excess of purchase price over the fair value of tangible net assets and identifiable intangible assets of the businesses acquired. The valuation of goodwill involves the use of management’s estimates and assumptions. The carrying value of goodwill is not amortized, but rather, is evaluated for impairment at least annually, as of October 1, and, additionally on an interim basis, whenever events or changes in circumstances indicate that the carrying amount of goodwill will not be recoverable. The Company performs this evaluation by comparing the fair value of a reporting unit to its carrying value, including goodwill recorded by the reporting unit. The Company has a single reporting unit. The Company’s review for impairment includes an assessment of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative goodwill impairment test, which compares the fair value of the reporting unit with its carrying amounts. The Company estimates the fair value of its reporting unit considering both income and market-based approaches. The estimated fair value of a reporting unit is determined based on assumptions regarding estimated future cash flows, discount rates, long-term growth rates and market values. The Company completed its analyses for each of the years ended December 31, 2020, 2019, and 2018 and determined that there was no impairment of goodwill. Intangible Assets, Net Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. The estimated useful lives of the Company’s finite-lived intangible assets are as follows: Technology 4 Customer relationships 5 Trademarks 5 Impairment of Long-Lived Assets Long-lived assets, such as property and equipment and intangible assets subject to depreciation and amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than the Company had originally estimated. Recoverability of these assets is measured by comparison of the carrying amount of each asset or asset group to the future undiscounted cash flows the asset or asset group is expected to generate over their remaining lives. If the asset or asset group is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset or asset group. If the useful life is shorter than originally estimated, the Company amortizes the remaining carrying value over the new shorter useful life. There were no impairments recognized for the years ended December 31, 2020, 2019 and 2018. Debt Issuance Costs Prior to the Company’s New Revolving Credit Facility, as described in Footnote 8, Long-term Debt, the Company reflected debt issuance costs for the Prior Credit Facilities in the Consolidated Balance Sheets as a direct deduction from the gross amount, consistent with the presentation of a debt discount. Debt issuance costs for the Prior Credit Facilities were amortized to interest expense over the term of the underlying debt instrument, utilizing the effective interest rate method. For the New Revolving Credit Facility, debt issuance costs meet the definition of an asset and are recorded in the Consolidated Balances Sheets in Other Non-Current Assets. Debt issuance costs incurred for the New Revolving Credit Facility that were capitalized total $0.9 million. Debt issuance costs for the New Revolving Credit Facility are amortized to interest expense over the contractual term of the underlying debt instrument on a straight-line basis through the maturity date of the instrument of October 1, 2025. As of December 31, 2020 and December 31, 2019, remaining debt issuance costs were $1.4 million and $0.9 million, respectively. Revenue Recognition On January 1, 2019, the Company adopted Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers Revenue Recognition In accordance with ASC 606, the Company recognizes revenue under the core principle to depict the transfer of control to its customers in an amount reflecting the consideration to which it expected to be entitled. In order to achieve that core principle, the Company applies the following five-step approach: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when a performance obligation is satisfied. The Company’s contracts with customers may include multiple promised services, consisting of the various impression measurement services the Company offers. For all revenue channels, the Company identifies performance obligations by evaluating whether the promised goods and services are capable of being distinct and distinct within the context of the contract at contract inception. Promised goods and services that are not distinct at contract inception are combined as one performance obligation. Once the Company identifies the performance obligations, the Company will determine the transaction price based on contractually fixed amounts. The Company allocates the transaction price to each performance obligation based on the standalone selling price. The major sources of revenue include Advertiser Direct, Advertiser Programmatic, and Supply-Side Customers. Advertiser Direct and Advertiser Programmatic Revenue For Advertiser Direct revenue, advertisers can purchase the Company’s services to measure the quality and performance of ads purchased directly from digital properties, including publishers and social media platforms. Advertisers are provided access to the Company’s platform through the Company’s proprietary self-service software that provides the Company’s customers with access to data on all their digital ads and enables them to make changes to their ad strategies. In these arrangements, the customer pays a fee to the Company based on the ads measured. For Advertiser Programmatic revenues, advertisers purchase the Company’s services through programmatic platforms to evaluate the quality of ad inventories before they are purchased. Advertisers may purchase the Company’s service offering through a Demand-Side Platform that manages various ad campaign auctions and inventory on behalf of the advertisers. Customers elect to use the Company’s service of evaluating the quality of advertising inventory up for bid on an advertising exchange. The ability to provide these services to customers requires that the Company enter into product integration agreements with Demand-Side Platforms who in turn make the Company’s services available to advertisers. In these arrangements, the customer pays a fee to the Company (collected by the Demand-Side Platform) for the successful execution of the purchase of advertising inventory on an exchange. For Advertiser Direct and Advertiser Programmatic revenues, contracts with multiple performance obligations typically consist of services aimed at advertisers to help evaluate and ensure the success of a brand campaign by measuring authentic impressions. These services are generally delivered together as impressions are measured. Revenue is recognized over time, as the Company is providing services that the customer is continuously consuming and receiving benefit from or upon completion of the service. The Company considers the “right to invoice” practical expedient appropriate in the context of the Company’s contracts as this directly corresponds to the value of the Company’s performance to date. In this case, the Company’s pricing structure is (1) solely variable on the basis of the customer’s usage of the Company’s services, (2) is priced at a fixed rate per usage and (3) gives the entity the right to invoice the customer for its usage as it occurs. Supply-Side Customers Supply-Side Customer revenues consist of arrangements with publishers and other supply-side customers to provide them with software solutions and data analytics to enable them to maximize revenue from their digital advertising inventory. Certain arrangements include minimum guaranteed fees that reset monthly and are recognized on a straight-line basis over the access period, which is usually twelve months. For contracts that contain overages, once the minimum guaranteed amount is achieved, overages are recognized as earned over time based on a tiered pricing structure. Such revenues are recognized on an input method time-elapsed basis, as the Company is providing services that the customer is continuously consuming and receiving benefit from, and such recognition best depicts the transfer of control to the customer. Overages give rise to variable consideration that is allocated to the distinct periods to which the overage relates. Transactions that Involve Third Parties For transactions that involve third parties, the Company evaluates which party in the arrangement obtains control of the Company’s services (and is therefore the Company’s customer), which impacts whether the Company reports as revenue the gross amounts paid by the advertiser through the Demand-Side Platform or the net amount paid by the Company’s Demand-Side Platform partners. For certain arrangements, advertisers (“customers”) may purchase the Company’s service offering through a Demand-Side Platform that manages various ad campaign auctions and inventory on behalf of the advertisers. Customers elect to use the Company’s service of evaluating the quality of advertising inventory up for bid on an advertising exchange. The ability to provide these services to customers requires that the Company enter into product integration agreements with Demand-Side Platforms who in turn make the Company’s services available to advertisers. In these arrangements, the customer pays a fee to the Company (collected by the Demand-Side Platform) for the successful execution of the purchase of advertising inventory on an exchange. In these transactions, the Company transfers control of the Company’s services directly to the advertiser (who is the Company’s customer) and therefore revenue is recognized for the gross amount paid by the advertiser for the Company’s services. Specifically, the Company transfers control of the data that is influencing the purchasing decisions directly to the customer and the Company is primarily responsible for providing these services to the customer. That is, control of these services (or a right to these services) does not transfer to the Demand-Side Platform before they are transferred to the Company’s customers. Further, the Company has latitude in establishing the sales price with those customers as there is a fixed retail rate card that is included in the product integration agreements with the Demand-Side Platforms or are governed by contracts in place with the customers. Accordingly, the Company records revenue for the gross amounts paid by advertisers for these services and records the amounts retained by the Demand-Side Platforms as a cost of revenue. Contract assets relate to the Company’s conditional right to consideration for completed performance under the contract (e.g., unbilled receivables) and are included in Trade receivables, net of allowance for doubtful accounts. Costs to Fulfill or Obtain a Contract The Company recognizes direct fulfillment costs as an expense when incurred. These costs include commission programs to compensate employees for generating sales orders under the Company’s master services agreements or integration agreements, and are included in Sales, marketing, and customer support. The Company has not incurred incremental costs to obtain contracts during the periods ended December 31, 2020, 2019 and 2018, respectively. Operating Expenses Cost of revenue includes platform hosting fees, data center costs, software and other technology expenses and other costs directly associated with data infrastructure. Cost of revenue also includes personnel costs including salaries, bonuses, stock-based compensation, employee benefit costs, commissions related to revenue share arrangements with Demand-Side Platforms, and allocated overhead expenses for personnel who provide the Company’s customers with support in implementing and using the Company’s software platform. Cost of revenues excludes depreciation and amortization. Product development expenses consist primarily of personnel costs, including salaries, bonuses, stock-based compensation, employee benefits costs, and allocated overhead expenses inclusive of engineering, product and technical operation expenses, third-party consultant costs associated with the ongoing research, development and maintenance of the Company’s software platform. Technology and development costs are expensed as incurred, except to the extent that such costs are associated with software development that qualifies for capitalization, which are then recorded as capitalized software and included in Property, plant and equipment, net on the Company’s Consolidated Balance Sheets. Sales, marketing and customer support expenses consist primarily of personnel costs, including salaries, bonuses, stock-based compensation, employee benefits costs, commission costs, and allocated overhead expenses for the Company’s sales, marketing and customer support personnel. Sales, marketing, and customer support expense also include costs for market development programs, advertising costs, attendance at events and trade shows, promotional and other marketing activities. Advertising costs include expenses associated with direct marketing but exclude the costs of attendance at events and trade shows. Advertising costs were less than $0.1 million, $0.1 million, and nil for the years ended December 31, 2020, 2019 and 2018, respectively. Commissions costs are expensed as incurred. General and administrative expenses consist primarily of personnel costs, including salaries, bonuses, stock-based compensation, employee benefits costs and other overhead expenses associated with the Company’s executive, finance, legal, human resources, compliance, and other administrative personnel, as well as accounting, tax, and legal professional services fees, rent, bad debt expense and other overhead expense related to human resource and finance activities, as well as other corporate costs including offering costs. For the year ended December 31, 2020, the Company recorded $0.9 million in recoveries from business interruption insurance classified in General and administrative in the Consolidated Statement of Operations and Comprehensive Income. The insurance recovery related to investigating and remediating certain information technology and cybersecurity matters that occurred in the year. There were no recoveries from business interruption insurance for the years ended December 31, 2019 and 2018, respectively. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. The Company maintains cash deposits with financial institutions that, from time to time, exceed applicable insurance limits. The Company reduces this risk by maintaining such deposits with high quality financial institutions that management believes are creditworthy. Cash and cash equivalents are maintained with several financial institutions domestically and internationally. The combined account balances held on deposit at each institution typically exceed Federal Deposit Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company monitors this credit risk and makes adjustments to the concentrations as necessary. As of December 31, 2020 and 2019, the Company had deposits of $29.0 million and $7.5 million, respectively, which exceeded the FDIC insurance coverage amounts. With respect to accounts receivable, credit risk is mitigated by the Company’s ongoing credit evaluation of its customers’ financial condition. No single customer accounted for more than 10 percent of trade receivables for the years ended December 31, 2020 and 2019. With respect to revenues, no single customer accounted for more than 10% of revenues for the years ended December 31, 2020, 2019 and 2018. Other (Income) Expense, Net Other (income) expense, net primarily consists of interest income, change in fair value associated with contingent considerations, loss on extinguishment of debt, and the impact of foreign currency transaction gains and losses associated with monetary assets and liabilities. Income Taxes Income taxes are accounted for using the asset and liability method. Deferred income taxes are provided for temporary differences in recognizing certain income, expense and credit items for financial reporting purposes and tax reporting purposes. Such deferred income taxes primarily relate to the difference between the tax bases of assets and liabilities and their financial reporting amounts. Deferred tax assets and liabilities are measured by applying enacted statutory tax rates applicable to the future years in which deferred tax assets or liabilities are expected to be settled or realized. Excess tax benefits and tax deficiencies are recognized in the income tax provision in the period in which they occur. The Company records a valuation allowance when it determines, based on available positive and negative evidence, that it is more-likely-than-not that some portion or all of its deferred tax assets will not be realized. The Company determines the realizability of its deferred tax assets primarily based on the reversal of existing taxable temporary differences and projections of future taxable income (exclusive of reversing temporary differences and carryforwards). In evaluating such projections, the Company considers its history of profitability, the competitive environment, and general economic conditions. In addition, the Company considers the time frame over which it would take to utilize the deferred tax assets prior to their expiration. For certain tax positions, the Company uses a more-likely-than-not threshold based on the technical merits of the tax position taken. Tax positions that meet the more-likely-than-not recognition threshold are measured at the largest amount of tax benefits determined on a cumulative probability basis, which are more-likely-than-not to be realized upon ultimate settlement in the financial statements. The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. On December 22, 2017, U.S. tax reform legislation known as the Tax Cuts and Jobs Act (the “TCJA”) was signed into law. As of December 31, 2018, the Company’s accounting for the TCJA has been completed. The Company has determined the effects of certain provisions, including but not limited to: a reduction in the corporate tax rate from 35% to 21%, a limitation of the deductibility of certain officers’ compensation, a limitation on the current deductibility of net interest expense in excess of 30% of adjusted taxable income, a limitation of net operating losses generated after 2018 to 80% of taxable income, an incremental tax (base erosion anti-abuse or “BEAT”) on excessive amounts paid to foreign related parties, and a minimum tax on certain foreign earnings in excess of 10% of the foreign subsidiaries tangible assets (global intangible low- taxed income or “GILTI”). As part of its GILTI review, the Company has determined that it will account for GILTI income as it is generated (i.e., treat it as a period expense). In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (SEC Update) The COVID-19 pandemic has a global reach, and many countries are introducing measures that provide relief to taxpayers in a variety of ways. In March 2020, the U.S. government enacted tax legislation containing provisions to support businesses during the COVID-19 pandemic (the “CARES Act”), including deferment of the employer portion of certain payroll taxes, refundable payroll tax credits, and technical amendments to tax depreciation methods for qualified improvement property. The CARES Act did not have a material impact on the Company’s income tax provision for the year ended December 31, 2020. Stock-Based Compensation The Company accounts for stock-based compensation awards issued to its employees and members of its Board of Directors (the “Board”) in accordance with ASC 718, Compensation — Stock Compensation Stock-based compensation is measured at grant date based on the estimated fair value of the award and is expensed on a straight-line basis over the requisite service period net of an estimated forfeiture rate. The Company uses historical data to estimate forfeitures. The Company’s stock-based compensation awards relate to restricted stock units and stock options. The fair value of restricted stock unit awards is determined on the grant date based on the grant date stock price or a Monte Carlo Simulation model in instances where a market c |
Revenue
Revenue | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Revenue | ||
Revenue | 3. Revenue The following table disaggregates revenue between advertiser customers, where revenue is generated based on number of ads measured for Direct or measured and purchased for Programmatic, and supply-side customers, where revenue is generated based on contracts with minimum guarantees or contracts that contain overages after minimum guarantees are achieved. Disaggregated revenue by customer type is as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2021 2020 2021 2020 Advertiser - direct $ 34,057 $ 27,582 $ 93,260 $ 73,476 Advertiser - programmatic 41,902 28,044 113,694 76,023 Supply-side customer 7,139 5,411 20,254 15,777 Total revenue $ 83,098 $ 61,037 $ 227,208 $ 165,276 Contract assets relate to the Company’s conditional right to consideration for completed performance under the contract (e.g., unbilled receivables). Trade receivables, net of allowance for doubtful accounts, include unbilled receivable balances of $36.1 million and $44.9 million as of September 30, 2021 and December 31, 2020, respectively. | 3. Revenue The following table disaggregates revenue between advertiser customers, where revenue is generated based on number of ads measured for Direct or measured and purchased for Programmatic, and supply-side customers, where revenue is generated based on contracted minimum guarantees and tiered pricing when guarantees are met. Disaggregated revenue by customer type is as follows: For the Years Ended December 31, (in thousands) 2020 2019 2018 Advertisers — direct $ 106,422 $ 84,423 $ 60,122 Advertisers — programmatic 116,115 83,475 36,866 Supply‑side customer 21,380 14,765 7,316 Total Revenue $ 243,917 $ 182,663 $ 104,304 Contract assets relate to the Company’s conditional right to consideration for completed performance under the contract (e.g., unbilled receivables). Trade receivables, net of allowance for doubtful accounts, include unbilled receivable balances of $44.9 million and $25.1 million as of December 31, 2020 and December 31, 2019, respectively. The increase in unbilled receivable balances was driven by an increase in revenue. For the year ended December 31, 2020, as a concession to a Demand-Side Platform partner, the Company agreed to pay $4.6 million to that partner for amounts that were incorrectly billed by the partner and remitted to the Company in the period from January 2018 through December 2019. This concession was recognized as a reduction of revenue. |
Business Combinations
Business Combinations | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Business Combinations | ||
Business Combinations | 4. Business Combinations Meetrics GmbH On August 31, 2021, the Company acquired all of the outstanding stock of Meetrics GmbH (“Meetrics”). Meetrics was founded in 2008 in Berlin, Germany and is a European-based ad verification provider – offering comprehensive media quality measurement solutions across viewability, fraud, brand safety and suitability. The aggregate net cash purchase price was $24.3 million. This acquisition expands DoubleVerify’s international presence as substantially all of Meetrics’ customer base and business operations are based in Europe, the Middle East, and Africa. The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: (in thousands) Acquisition Date Assets: Cash and cash equivalents $ 1,007 Trade receivables 948 Other assets 96 Property, plant and equipment 27 Intangible assets: Technology 2,245 Customer relationships 7,208 Trademarks 47 Non-compete agreements 71 Total intangible assets 9,571 Goodwill 17,057 Total assets acquired $ 28,706 Liabilities: Trade payables $ 145 Other current liabilities 345 Deferred tax liability 2,886 Total liabilities assumed 3,376 Total purchase consideration $ 25,330 Cash acquired (1,007) Net cash purchase price 24,323 The acquired intangible assets of Meetrics will be amortized over their estimated useful lives. Accordingly, customer relationships will be amortized over fourteen years, developed technology will be amortized over four years, non-compete agreements will be amortized over two years, and trademarks will be amortized over one year. The total weighted-average useful life of the acquired intangible assets as of September 30, 2021 is 11.4 years. The Company recognized a deferred tax liability of $2.9 million in relation to the intangible assets acquired. The goodwill and identified intangible assets are not deductible for tax purposes. The Company incurred acquisition-related transaction costs of $0.7 million included in General and Administrative expenses in the Condensed Consolidated Statement of Operations and Comprehensive Income for the three and nine months ended September 30, 2021. The goodwill associated with Meetrics includes the acquired assembled work force, the value associated with the opportunity to leverage the work force to continue to develop the future generations of verification technology assets, as well as the ability to grow the Company through adding additional customer relationships or new solutions in the future. The preliminary allocations of the purchase price for Meetrics are subject to revisions as additional information is obtained about the facts and circumstances that existed as of the acquisition date. The revisions may have a significant impact on the accompanying condensed consolidated financial statements. The allocations of the purchase price will be finalized once all information is obtained and assessed, not to exceed one year from the acquisition date. The acquisition of Meetrics was immaterial to the Company's Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2021 and 2020, and therefore, supplemental information disclosure on an unaudited pro forma basis is not presented. Zentrick NV On February 15, 2019, the Company acquired all of the outstanding stock of Zentrick NV (“Zentrick”). Zentrick, headquartered in Ghent, Belgium is a digital video technology company that provides middleware solutions that increase the performance of online video advertising for brand advertisers, advertising platforms and publishers. This acquisition integrates technology into the Company’s suite of products related to advertising viewability specifically on video formats, a growing segment of the advertising market and critical for the delivery of verification services to social platforms and CTV. The aggregate purchase price consists of 1) $23.2 million paid in cash at closing, which excluded closing adjustments of approximately $0.2 million paid in April 2019 2) $0.1 million in holdback payment of which 50% was payable 12 months after the closing date, and the remaining 50% was payable 24 months after the closing date and 3) up to $17.3 million of performance-based deferred payments that comprises two components (the “Zentrick Deferred Payment Terms”). The first component has a $4.0 million maximum payment related to four milestone tranches of $1.0 million each based on achievement of certain product milestones (“technical milestones”). The second component has a total maximum payment of $13.0 million and varies based upon certain revenue targets in fiscal 2019, 2020, and 2021 (“revenue targets”). Under the Zentrick Deferred Payment Terms, a portion of the technical milestones and revenue targets have been accounted at fair value as contingent consideration in the business combination with the remaining portion being accounted for as compensation expense under ASC 710, Compensation - General As of September 30, 2021, the technical milestone and revenue target components of the contingent consideration had a fair value of $1.2 million and $0.5 million, respectively, and is recorded in Contingent Considerations Current in the Condensed Consolidated Balance Sheets. There was no As of September 30, 2021, the technical milestone and revenue target components treated as compensation cost total $1.1 million and is included in Other Current Liabilities in the Condensed Consolidated Balance Sheets. For the three months ended September 30, 2021, there were no charges to the Condensed Consolidated Statements of Operations and Comprehensive Income. For the nine months ended September 30, 2021, less than $0.1 million was charged to the Condensed Consolidated Statements of Operations and Comprehensive Income. Less than $0.1 million and $0.2 million were charged to the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2020, respectively. | 4. Business Combinations Ad-Juster, Inc. On October 29, 2019, the Company acquired all the outstanding stock of Ad-Juster, Inc. (“Ad-Juster”), a cloud-based SaaS provider of unified data reporting and analytics solutions for digital advertising publishers. Ad-Juster products allow publishers to compile, analyze, and share data to maximize digital advertising revenue and streamline digital advertising operations across multiple platforms. Acquiring Ad-Juster creates a holistic measurement and analytics solution across the entire digital ecosystem, enhancing the Company’s current suite of products provided to Supply-Side customers. The purchase price related to this acquisition was $35.5 million in cash which included closing adjustments of approximately $0.2 million paid in February 2020. Upon acquisition, the Company used $1.8 million in cash to pay down Ad-Juster’s vested stock options, which was included in the consideration transferred. The Ad-Juster acquisition was financed with available cash drawn down from the Company’s Prior Delayed Draw Term Loan, as described in Footnote 8, Long-term Debt. The following table summarizes the final fair value of assets acquired and liabilities assumed as of the acquisition date: (in thousands) Assets Cash and cash equivalents $ 2,484 Trade receivables 788 Prepaid expenses and other current assets 163 Property, plant and equipment 151 Intangible assets Technology 4,750 Trademarks 490 Customer Relationships 1,470 Total Intangible Assets 6,710 Goodwill 28,940 Total assets acquired $ 39,236 Liabilities Deferred tax liabilities $ 957 Trade payables 358 Accrued expenses 478 Other current liabilities 131 Total liabilities assumed 1,924 Total purchase consideration $ 37,312 The acquired intangible assets of Ad-Juster are amortized over their estimated useful lives. Accordingly, trademark will be amortized over five years, customer relationships will be amortized over ten years and developed technology will be amortized over four The goodwill and identified intangible assets are not deductible for tax purposes. The Company incurred acquisition-related transaction costs of $1.0 million for the year ended December 31, 2019, which are included in General and administrative expense in the Consolidated Statements of Operations and Comprehensive Income. The financial results of Ad-Juster were included in the Company’s Consolidated Financial Statements from the date of acquisition and the results included in the periods presented for the acquisition are not material. The pro forma impact of the Ad-Juster acquisition is not material to the Company’s overall consolidated operating results and therefore is not presented. Zentrick NV On February 15, 2019, the Company acquired all of the outstanding stock of Zentrick NV (“Zentrick”). Zentrick, headquartered in Ghent, Belgium is a digital video technology company that provides middleware solutions that increase the performance of online video advertising for brand advertisers, advertising platforms and publishers. This acquisition integrates technology into The Company’s suite of products related to advertising viewability specifically on video formats, a growing segment of the advertising market and critical for the delivery of verification services to social platform and connected TV. The aggregate purchase price consists of 1) $23.2 million paid in cash in closing, which excluded closing adjustments of approximately $0.2 million paid in April 2019 2) $0.1 million in holdback payment of which 50% was payable 12 months after the closing date, and the remaining 50% payable 24 months after the closing date 3) up to $17.3 million of performance-based deferred payments comprised of two components. The first component has a $4.0 million maximum payment related to four milestone tranches of $1.0 million each based on achievement of certain product milestones (“technical milestones”). The second component has a total maximum payment of $13.0 million and varies based upon certain revenue targets in fiscal 2019, 2020, and 2021 (“revenue targets”). Under the terms of the deferred payment, approximately $2.4 million of the technical milestones and $5.6 million of the revenue targets is accounted for as consideration in the business combination, and approximately $1.6 million of the technical milestones and $7.4 million of the revenue targets is compensation expense under ASC 710. As of December 31, 2020, the technical milestone and revenue target components of the contingent consideration had a fair value of $1.7 million, of which $1.2 million and $0.5 million are recorded in Contingent Considerations Current and Non-Current, respectively, in the Consolidated Balance Sheets. For the year ended December 31, 2020, the Company recorded a $0.9 million unrealized gain for the change in fair value in the Consolidated Statement of Operations and Comprehensive Income. For the year ended December 31, 2019, $1.1 million of unrealized gains were charged to the Statement of Operations and Comprehensive Income. This decrease in fair value is due to actual 2020 revenues falling below the milestone target, a decrease in forecasted 2021 revenues for the 2021 revenue target, and changes in estimates related to the timing of achievement of two of the four technical milestones by approximately 6 months. As of December 31, 2020, the technical milestone and revenue target components treated as compensation cost total $1.1 million, of which $0.8 million and $0.3 million and are included in Other Current Liabilities and Other Non-Current Liabilities, respectively, in the Consolidated Balance Sheets. For the year ended December 31, 2020, $0.2 million were charged to and classified as Product development expense in the Consolidated Statements of Operations and Comprehensive Income respectively. For the year ended December 31, 2019, $1.7 million were charged to and classified as Product development expense in the Statement of Operations and Comprehensive Income. The following table summarizes the components of purchase price that constitutes the consideration transferred: (in thousands) Cash $ 23,417 Fair value of contingent consideration — technical milestones 2,319 Fair value of contingent consideration — revenue targets 2,370 Fair value of deferred payment 100 Total $ 28,206 The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date: (in thousands) Assets Cash and cash equivalents $ 724 Trade receivables 454 Other assets 164 Intangible assets Technology 4,700 Customer Relationships 150 Total Intangible Assets 4,850 Goodwill 24,241 Total assets acquired $ 30,433 Liabilities Deferred tax liabilities $ 1,431 Trade payables 117 Other current liabilities 679 Total liabilities assumed 2,227 Total purchase consideration $ 28,206 The acquired intangible assets of Zentrick are amortized over their estimated useful lives. Accordingly, customer relationships will be amortized over five years and developed technology will be amortized over five years. For the year ended December 31, 2020 and 2019, amortization for the acquired intangible assets was $1.0 and $0.8 million, respectively. The Company recognized a deferred tax liability of $1.4 million in relation to the intangible assets acquired. The goodwill and identified intangible assets are not deductible for tax purposes. The Company incurred acquisition-related transaction costs of $0.6 million for the year ended December 31, 2019, which are included in General and administrative expenses in the Consolidated Statements of Operations and Comprehensive Income. The financial results of Zentrick were included in the Company’s Consolidated Financial Statements from the date of acquisition and the results included in the periods presented for the acquisition are not material. The pro forma impact of the Zentrick acquisition is not material to the Company’s overall consolidated operating results and therefore is not presented. Leiki Oy On December 27, 2018, the Company acquired all of the outstanding stock of Leiki Oy (“Leiki”). Leiki is headquartered in Helsinki, Finland and provides contact and contextual classification services in multiple languages for digital text and video data to brands and publishers worldwide. This acquisition expands contextual targeting into programmatic segments and provides content classification to publishers for greater optimization. The aggregate purchase price consists of 1) $13.1 million paid in closing in cash 2) working capital adjustment to be paid within 1 year, and 3) holdback payment of approximately $4.1 million of which 50% is payable 12 months after the closing date, and the remaining 50% payable 18 months after the closing date. Upon acquisition, the Company used $0.6 million in cash to pay down Leiki’s vested stock options, which was included in the consideration transferred. The total consideration transferred was $17.8 million. The cash consideration transferred was $13.9 million, including closing adjustments of $0.2 million that was paid in 2019. The holdback payment is not contingent on a future event occurring or condition being met but based solely on the passage of time, therefore the holdback payment is not accounted for as a contingent consideration. The holdback payment is initially measured at fair value on the acquisition date and the deferred payment is included in the total cash consideration transferred. During the year ended December 31, 2019, the company paid $2.0 million, and therefore the deferred payment balance was $2.0 million and $3.9 million as of December 31, 2019 and 2018, respectively, which is presented in liabilities in the Consolidated Balance Sheets. The remaining deferred payment of $2.0 million was fully paid during the year ended December 31, 2020. The following table summarizes the components of purchase price that constitutes the consideration transferred: (in thousands) Cash $ 13,865 Fair value of deferred payments 3,932 Total $ 17,797 The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date: (in thousands) Assets Cash and cash equivalents $ 2,240 Trade receivables 595 Property, plant and equipment 6 Intangible assets Technology 3,000 Customer Relationships 100 Total Intangible Assets 3,100 Goodwill 13,909 Total assets acquired $ 19,850 Liabilities Deferred tax liabilities $ 912 Trade payables 607 Accrued expenses 534 Total liabilities assumed 2,053 Total purchase consideration $ 17,797 The acquired intangible assets of Leiki are amortized over their estimated useful lives. Accordingly, customer relationships will be amortized over five years and developed technology will be amortized over five years. Amortization for the acquired intangible assets was $0.6 million each for the years ended December 31, 2020 and 2019, and nil for the year ended December 31, 2018. The Company recognized a deferred tax liability of $0.9 million in relation to the intangible assets acquired. The goodwill and identified intangible assets are not deductible for tax purposes. The Company incurred acquisition-related transaction costs of $0.5 million for the year ended December 31, 2018, which are included in General and administrative expenses in the Consolidated Statements of Operations and Comprehensive Income. The financial results of Leiki Oy were included in the Company’s Consolidated Financial Statements from the date of acquisition and the results included in the periods presented for the acquisition are not material. The pro forma impact of the Leiki acquisition is not material to the Company’s overall consolidated operating results and therefore is not presented. The goodwill associated with the Company’s acquisitions include the acquired assembled work force, the value associated with the opportunity to leverage the work force to continue to develop the technology assets, as well as the ability to grow the Company through adding additional customer relationships or new solutions in the future. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets | ||
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets As of September 30, 2021 and December 31, 2020, the carrying value of goodwill was $244.7 million and $227.3 million, respectively. The total change in the carrying value of goodwill was primarily related to $17.1 million from the Meetrics acquisition. The remaining change in goodwill was deemed immaterial. The following table summarizes the Company’s intangible assets and related accumulated amortization: September 30, 2021 December 31, 2020 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying (in thousands) Amount Amortization Amount Amount Amortization Amount Trademarks and brands 11,736 (3,200) 8,536 11,690 (2,562) 9,128 Customer relationships 109,301 (34,194) 75,107 102,220 (27,720) 74,500 Developed technology 65,599 (31,604) 33,995 63,210 (25,128) 38,082 Non-compete agreements 69 (2) 67 — — — Total intangible assets $ 186,705 $ (69,000) $ 117,705 $ 177,120 $ (55,410) $ 121,710 Amortization expense for the three months ended September 30, 2021 and September 30, 2020 is $4.6 million and $4.4 million, respectively. Amortization expense related to intangible assets amounted to $13.5 million and $13.4 million for the nine months ended September 30, 2021 and September 30, 2020, respectively. Estimated future expected amortization expense of intangible assets as of September 30, 2021 is as follows: (in thousands) 2021 $ 4,755 2022 19,001 2023 18,929 2024 17,303 2025 15,146 2026 10,283 Thereafter 32,288 Total $ 117,705 The weighted-average remaining useful life by major asset classes as of September 30, 2021 is as follows: (In years) Trademarks and brands 11 Customer relationships 8 Developed technology 4 Non-compete agreements 2 There were no impairments identified during the nine months ended September 30, 2021 or September 30, 2020. | 5. Goodwill and Intangible Assets The following is a summary of changes to the goodwill carrying value from December 31, 2018 through December 31, 2019: Goodwill as of December 31, 2018 $ 174,204 Business combinations (Zentrick and Ad‑Juster) 53,181 Foreign exchange impact (36) Goodwill as of December 31, 2019 $ 227,349 There were no changes to the goodwill carrying value from December 31, 2019 through December 31, 2020. The foreign exchange impact on Goodwill was immaterial for the period. The following table summarizes the Company’s intangible assets and related accumulated amortization: As of December 31, 2020 As of December 31, 2019 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying (in thousands) Amount Amortization Amount Amount Amortization Amount Trademarks and brands 11,690 (2,562) 9,128 11,690 (1,718) 9,972 Customer relationships 102,220 (27,720) 74,500 102,220 (19,148) 83,072 Developed Technology 63,210 (25,128) 38,082 63,184 (16,607) 46,577 Total intangible assets $ 177,120 $ (55,410) $ 121,710 $ 177,094 $ (37,473) $ 139,621 Amortization expense related to intangible assets amounted to $17.9 million, $17.1 million, and $15.6 million for the years ended December 31, 2020, 2019 and 2018, respectively. Estimated future expected amortization expense of intangible assets as of December 31, 2020, is as follows: (in thousands) 2021 $ 17,860 2022 17,860 2023 17,825 2024 16,205 Thereafter 51,960 Total $ 121,710 The weighted-average remaining useful life by major asset classes as of December 31, 2020 is as follows: (In years) Trademarks and brands 11 Customer relationships 9 Developed Technology 5 There were no impairments identified during the years ended December 31, 2020, 2019 and 2018. |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment | ||
Property, Plant and Equipment | 6. Property, Plant and Equipment Property, plant and equipment, including equipment under capital lease obligations and capitalized software development costs, consists of the following: As of (in thousands) September 30, 2021 December 31, 2020 Computers and peripheral equipment $ 16,738 $ 14,577 Office furniture and equipment 1,104 1,124 Leasehold improvements 9,315 9,267 Capitalized software development costs 13,236 8,382 Less accumulated depreciation and amortization (23,700) (15,243) Total property, plant and equipment, net $ 16,693 $ 18,107 For the three months ended September 30, 2021 and 2020, total depreciation expense was $2.9 million and $1.6 million, respectively. For the nine months ended September 30, 2021 and 2020, total depreciation expense was $8.5 million and $4.7 million, respectively. Property and equipment financed through capital lease obligations, consisting of computer equipment, totaled $12.3 million and $10.7 million on September 30, 2021 and December 31, 2020, respectively. As of September 30, 2021 and December 31, 2020, accumulated depreciation related to property and equipment financed through capital leases totaled $9.4 million and $7.6 million, respectively. Refer to Note 13, Commitments and Contingencies. | 6. Property, Plant and Equipment, net Property, plant and equipment, net, including equipment under capital lease obligations and capitalized software development costs, consists of the following: As of December 31, December 31, (in thousands) 2020 2019 Computers and peripheral equipment $ 14,577 $ 12,666 Office furniture and equipment 1,124 387 Leasehold improvements 9,267 5,736 Capitalized software development costs 8,382 3,144 Less accumulated depreciation and amortization (15,243) (8,495) Total property, plant and equipment, net $ 18,107 $ 13,438 For the years ended December 31, 2020, 2019, and 2018 total depreciation expense was $6.7 million, $4.7 million and $3.0 million, respectively. Property and equipment financed through capital lease obligations, consisting of computer equipment, totaled $10.7 million and $9.0 million as of December 31, 2020 and 2019, respectively. As of December 31, 2020 and 2019, accumulated depreciation related to property and equipment financed through capital leases totaled $7.6 million and $5.2 million, respectively, refer to Footnote 14, Commitments and Contingencies. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Fair Value Measurement | ||
Fair Value Measurement | 7. Fair Value Measurement The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis: As of September 30, 2021 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 11,725 — — 11,725 Liabilities: Contingent consideration current — — 1,717 1,717 Contingent consideration non-current — — — — Total contingent consideration $ — $ — $ 1,717 $ 1,717 As of December 31, 2020 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Tota1 Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 2,474 $ — $ — $ 2,474 Liabilities: Contingent consideration current — — 1,198 1,198 Contingent consideration non-current — — 462 462 Total contingent consideration $ — $ — $ 1,660 $ 1,660 Cash equivalents consisting of money market funds of $11.7 million and money market funds and time deposits of $2.5 million as of September 30, 2021 and December 31, 2020, respectively, were classified as Level 1 of the fair value hierarchy and valued using quoted market prices in active markets. Contingent consideration relates to potential payments that the Company may be required to make associated with a business combination. To the extent that the valuations of these liabilities are based on inputs that are less observable or not observable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for measures categorized in Level 3. Rollforward of the fair value measurements of the contingent consideration categorized with Level 3 inputs as of September 30, 2021 is as follows: (in thousands) Balance at January 1, 2021 $ 1,660 Fair value adjustments 57 Payments during the year — Balance at September 30, 2021 $ 1,717 The fair value of the component of contingent consideration related to achievement of revenue targets have been estimated using a Monte Carlo model to simulate future performance of the acquired business under a risk-neutral framework; significant assumptions include a risk-adjusted discount rate of 13.5% and revenue volatility of 29.0%. The fair value of the component of contingent consideration related to achievement of four technical milestones have been estimated using situation-based modeling, which considers the probability-weighted present value of the expected payout amount. | 7. Fair Value Measurement The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis: As of December 31, 2020 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents: $ 2,474 $ — $ — $ 2,474 Liabilities: Contingent consideration current — — 1,198 1,198 Contingent consideration non‑current — — 462 462 Contingent consideration $ — $ — $ 1,660 $ 1,660 As of December 31, 2019 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents: $ 2,473 $ — $ — $ 2,473 Liabilities: Contingent consideration current — — 2,014 2,014 Contingent consideration non‑current — — 1,196 1,196 Contingent consideration $ — $ — $ 3,210 $ 3,210 Cash equivalents, consisting of money market funds and time deposits, of $2.5 million and $2.5 million as of December 31, 2020 and December 31, 2019, respectively, were classified as Level 1 of the fair value hierarchy and valued using quoted market prices in active markets. Contingent consideration relates to potential payments that the Company may be required to make associated with a business combination. To the extent that the valuations of these liabilities are based on inputs that are less observable or not observable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for measures categorized in Level 3. Rollforward of the fair value measurements of the contingent consideration categorized with Level 3 inputs for the years ended December 31, 2020 and December 31, 2019 is as follows: Balance at January 1, 2019 $ — Fair value at date of acquisition 4,689 Fair value adjustments (1,079) Payments during the year (601) Accretion expense 201 Balance at December 31, 2019 $ 3,210 Fair value adjustments (949) Payments during the year (601) Balance at December 31, 2020 $ 1,660 The fair value of the component of contingent consideration related to achievement of revenue targets have been estimated using a Monte Carlo model to simulate future performance of the acquired business under a risk-neutral framework; significant assumptions include a risk-adjusted discount rate of 12.7% and revenue volatility of 30.0% for December 31, 2020 and a risk-adjusted discount rate of 14.8% and revenue volatility of 23.0% for December 31, 2019. The fair value of the component of contingent consideration related to achievement of four technical milestones have been estimated using situation-based modeling, which considers the probability-weighted present value of the expected payout amount. |
Long-term Debt
Long-term Debt | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Long-term Debt. | ||
Long-term Debt | 8. Long-term Debt On October 1, 2020, DoubleVerify Inc., as borrower (the “Borrower”), and MidCo, as guarantor, entered into an amendment and restatement agreement with the banks and other financial institutions party thereto, as lenders, and Capital One, National Association, as administrative agent, letter of credit issuer and swing lender, and others, to (i) amend and restate the Prior Credit Agreement as defined in the Prospectus (the Prior Credit Agreement, as amended and restated on October 1, 2020, the “Credit Agreement”) and (ii) replace the Prior Credit Facilities (as defined in the Prospectus) with a new senior secured revolving credit facility (the “New Revolving Credit Facility”) in an aggregate principal amount of $150.0 million (with a letter of credit facility of up to $15.0 million as a sublimit). Subject to certain terms and conditions, the Borrower is entitled to request additional term loan facilities or increases in the revolving credit commitments under the New Revolving Credit Facility. The New Revolving Credit Facility is payable in quarterly installments for interest, with the principal balance due in full at maturity on October 1, 2025. Additional fees paid quarterly include fees for the unused revolving facility and unused letter of credit. The commitment fee on any unused balance is payable periodically and may range from 0.25% to 0.40% based upon the total net leverage ratio. The New Revolving Credit Facility bears interest at LIBOR plus 2.25% , which may vary from time to time based on the Borrower’s total net leverage ratio calculated in accordance with the Credit Agreement. The New Revolving Credit Facility contains a number of significant negative covenants. Subject to certain exceptions, these covenants require the Borrower to comply with certain requirements and restrictions to, among other things: incur indebtedness; create liens; engage in mergers or consolidations; make investments, loans and advances; pay dividends or other distributions and repurchase capital stock; sell assets; engage in certain transactions with affiliates; enter into sale and leaseback transactions; and make certain accounting changes. As a result of these restrictions, substantially all of the net assets of the Borrower are restricted from distribution to the Company or any of its holders of equity. The New Revolving Credit Facility has a first priority lien on substantially all of the assets of MidCo, the Borrower and Ad-Juster, Inc., the Company’s indirect subsidiary. The New Revolving Credit Facility requires the Borrower to remain in compliance with a maximum total net leverage ratio and a minimum fixed charge coverage ratio as defined in the Credit Agreement. As of September 30, 2021, the maximum total net leverage ratio and minimum fixed charge coverage ratio is 3.5x and 1.25x, respectively. The Borrower is in compliance with all covenants under the New Revolving Credit Facility as of September 30, 2021. On April 30, 2021 the Company used a portion of the proceeds from the IPO and the concurrent private placement to pay the outstanding balance. As of September 30, 2021 and December 31, 2020, there was $0 outstanding and $22.0 million outstanding under the New Revolving Credit Facility, respectively. | 8. Long-term Debt On September 20, 2017, DoubleVerify, as borrower, and Midco, as guarantor, entered into a senior secured credit facility with Capital One, National Association consisting of a $30 million term loan facility, a revolving loan facility of up to $7 million (collectively, the “Old Credit Facilities”), and a letter of credit facility of up to $3 million as a sublimit of the revolving loan facility. On July 31, 2018, DoubleVerify, as borrower, and Midco, as guarantor, entered into an amended and restated credit agreement (the “Prior Credit Agreement”) that amended and replaced the Old Credit Facilities, providing for a $55 million term loan facility with Capital One, National Association (the “Prior Term Loan”), a $20 million delayed draw term loan facility (the “Prior Delayed Draw Term Loan”), a revolving loan facility of up to $20 million (the “Prior Revolver” and, collectively with the Prior Term Loan and the Prior Delayed Draw Term Loan, the “Prior Credit Facilities”), and a letter of credit facility of up to $5 million as a sublimit of the Prior Revolver. The Prior Credit Facilities were used to refinance the Old Credit Facilities. The Prior Credit Facilities were payable in quarterly installments of $0.1 million, had an interest rate of LIBOR plus 3.75%, and were due in full at maturity on July 31, 2023. On October 1, 2020, DoubleVerify, as borrower, and Midco, as guarantor, entered into an amendment and restatement agreement with the banks and other financial institutions party thereto, as lenders, and Capital One, National Association, as administrative agent, letter of credit issuer and swing lender, and others, to (i) amend and restate the Prior Credit Agreement (the Prior Credit Agreement, as amended and restated on October 1, 2020, the “Credit Agreement”) and (ii) replace the Prior Credit Facilities with a new senior secured revolving credit facility (the “New Revolving Credit Facility”) in an aggregate principal amount of $150.0 million (with a letter of credit facility of up to $15.0 million as a sublimit). Subject to certain terms and conditions, the Borrower is entitled to request additional term loan facilities or increases in the revolving credit commitments under the New Revolving Credit Facility. The New Revolving Credit Facility is payable in quarterly installments for interest, with the principal balance due in full at maturity on October 1, 2025. Additional fees paid quarterly include fees for the unused revolving facility and unused letter of credit. The commitment fee on any unused balance is payable periodically and may range from 0.25% to 0.40% based upon the total net leverage ratio. The New Revolving Credit Facility bears interest at LIBOR plus 2.25%, which may vary from time to time based on DoubleVerify’s total net leverage ratio calculated in accordance with the Credit Agreement. In connection with the amended and restated agreement, the Company recorded a loss on extinguishment of $0.4 million in Interest expense (income) in the Consolidated Statements of Operations and Comprehensive Income. The New Revolving Credit Facility contains a number of significant negative covenants. Subject to certain exceptions, these covenants require DoubleVerify to comply with certain requirements and restrictions to, among other things: incur indebtedness; create liens; engage in mergers or consolidations; make investments, loans and advances; pay dividends or other distributions and repurchase capital stock; sell assets; engage in certain transactions with affiliates; enter into sale and leaseback transactions; and make certain accounting changes. As a result of these restrictions, substantially all of the net assets of DoubleVerify are restricted from distribution to the Company or any of its holders of equity. The New Revolving Credit Facility has a first priority lien on substantially all of the assets of Midco, DoubleVerify and Ad-Juster, Inc., the Company’s indirect subsidiary. The New Revolving Credit Facility requires DoubleVerify to remain in compliance with a maximum total net leverage ratio and a minimum fixed charge coverage ratio as defined in the Credit Agreement. Maximum total net leverage ratio is measured as consolidated total net indebtedness divided by consolidated adjusted earnings before interest, taxes, depreciation and amortization for the most recently ended twelve-month period for which financial statement have been delivered, as defined by the Credit Agreement. Minimum fixed charge coverage ratio is measured as the ratio of consolidated adjusted earnings before interest, taxes, depreciation, and amortization for the most recently ended twelve-month period for which financial statements have been delivered less the sum of consolidated capital expenditures, taxes, management fees, and restricted payments to consolidated interest expense for such period plus schedule principal payments of indebtedness, as defined by the Credit Agreement. As of December 31, 2020, the maximum total net leverage ratio and minimum fixed charge coverage ratio is 3.5x and 1.25x, respectively. DoubleVerify is in compliance with all covenants under the New Revolving Credit Facility as of December 31, 2020. DoubleVerify drew $90.0 million on the New Revolving Credit Facility at the close of the transaction to pay off the Prior Credit Facilities balance of $73.6 million as of September 30, 2020 and fund the repurchase of a former executive’s time-based options, as described in Footnote 12, Stock-Based Compensation for more information. On December 24, 2020, DoubleVerify paid $68.0 million of its outstanding balance under the New Revolving Credit Facility. As of December 31, 2020, $22.0 million was outstanding under the New Revolving Credit Facility due at maturity. |
Income Tax
Income Tax | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Income Tax | ||
Income Tax | 9. Income Tax The Company’s quarterly income tax provision is calculated using an estimated annual effective income tax rate ("ETR") based on actual historical information and forward-looking estimates. The Company’s estimated annual ETR may fluctuate due to changes in forecasted annual pre-tax income, changes in the jurisdictional mix of forecasted pre-tax income, and changes to actual or forecasted permanent book to tax differences (e.g., non-deductible expenses). In addition, the Company’s ETR for a particular reporting period may fluctuate as the result of changes to the valuation allowance for net deferred tax assets, the impact of anticipated tax settlements with federal, state, or foreign tax authorities, or the impact of tax law changes. The Company identifies items that are unusual and non-recurring in nature and treat these as discrete events. The tax effect of these discrete events is booked entirely in the quarter in which they occur. During the three and nine months ended September 30, 2021, the Company recorded an income tax provision of $3.3 million and $8.4 million, respectively, resulting in an effective tax rate of 29.2% and 89.3%, which includes an annualized effective tax provision of $3.3 million and $2.7 million (representing an effective tax rate of 29.2% and 29.1%) and discrete items relating primarily to transaction costs and state tax refunds of $0 and $5.6 million (representing an effective tax rate of 0.0% and 60.2%), respectively. During the three and nine months ended September 30, 2020, the Company recorded an income tax benefit of $1.4 million and an income tax provision of $2.0 million, respectively, resulting in an effective tax rate of (31.1%) and 13.8%, respectively. These effective tax rates differ from the U.S. federal statutory rate primarily due to the effects of differing treatment of transaction costs between book and tax, foreign tax rate differences, U.S. tax on foreign operations, and U.S. state/local taxes. The COVID-19 (as defined herein) pandemic has a global reach, and many countries are introducing measures that provide relief to taxpayers in a variety of ways. In March 2020, the U.S. government enacted tax legislation containing provisions to support businesses during the COVID-19 pandemic (the “CARES Act”), including deferment of the employer portion of certain payroll taxes, refundable payroll tax credits, and technical amendments to tax depreciation methods for qualified improvement property. The CARES Act did not have a material impact on the Company’s income tax provision for the three and nine months ended September 30, 2021. A valuation allowance has been established against a non-material amount of certain net foreign deferred tax assets and US tax loss carryforward. All other net deferred tax assets have been determined to be more likely than not realizable. The Company and its subsidiaries file income tax returns with the Internal Revenue Service (“IRS”) and various state and international jurisdictions. The Company’s Israeli subsidiary is under audit by the Israeli Tax Authority for the 2016-2018 tax years. This examination may lead to ordinary course adjustments or proposed adjustments to the Company’s taxes. Aside from this, the Company is not currently under audit in any other jurisdiction. On August 31, 2021, the Company acquired all of the outstanding stock of Meetrics, a German corporation, in a sale treated as a non-taxable event at the corporate level. The Company has calculated a preliminary tax basis balance sheet and deferred tax impact of the acquisition. The Company has recorded a deferred tax liability of $2.9 million relating to varying tax and book basis differences of intangible assets and goodwill. In addition, Meetrics maintains net operating loss carryforwards of approximately $5.0 million through December 31, 2020. Based on a preliminary review of all positive and negative evidence, it appears to not be more likely than not that Meetrics will be able to utilize these loss carryforwards. Therefore, a deferred tax asset of $1.5 million has been recorded, which is fully offset by a valuation allowance. | 9. Income Tax The components of income (loss) before income tax (benefit) provision are as follows: Year ended December 31, 2020 2019 2018 Domestic $ 10,017 $ 28,690 $ 2,454 Foreign 7,292 6,670 (474) Income before income taxes $ 17,309 $ 35,360 $ 1,980 Income tax provision (benefit) is as follows: Year ended December 31, (in thousands) 2020 2019 2018 Current Federal $ 176 $ 3,524 $ — State 636 4,776 594 Foreign 1,181 1,756 371 Total current tax provision $ 1,993 $ 10,056 $ 965 Deferred Federal $ (3,608) $ 1,830 $ (1,134) State (1,542) 151 (916) Foreign 13 16 (112) Total deferred tax provision (benefit) $ (5,137) $ 1,997 $ (2,162) Income tax provision (benefit) $ (3,144) $ 12,053 $ (1,197) A reconciliation of the statutory U.S. income tax rate to the effective income tax rate is as follows: Year ended December 31, 2020 2019 2018 Statutory federal tax rate 21.0 % 21.0 % 21.0 % State taxes (7.5) % 11.1 % (45.5) % Tax credits (7.3) % (2.2) % — % Foreign taxes (1.8) % 0.7 % 12.8 % Non‑deductible items and other (2.4) % 1.1 % 16.3 % Change in valuation allowance 2.3 % — % 4.4 % Change in statutory rates — % — % (83.1) % Changes in tax reserves 8.6 % 0.4 % 15.3 % Provision to return adjustment (13.5) % — % (1.6) % Global Intangible Low Tax Income 1.1 % 1.9 % — % Non‑cash compensation (18.7) % 0.1 % — % Effective tax rate (18.2) % 34.1 % (60.4) % Income Tax Provision (Benefit) The Company’s effective tax rate for the year ended December 31, 2020 was lower than the U.S. federal statutory income tax rate primarily due to the impact of non-deductible non-cash compensation, certain tax credits, foreign taxes, provision to return adjustments and the impact of other permanent book-tax differences. For the year ended December 31, 2019, the Company’s effective tax rate was higher than the U.S. federal statutory income tax rate primarily due to the impact of state and local income taxes, certain tax credits, and the impact of other permanent book-tax differences. For the year ended December 31, 2018, the Company’s effective tax rate was lower than the U.S. federal statutory income tax rate primarily due to a one-time tax benefit of return to provision adjustments related to deductible transaction costs, offset by state and local income taxes, changes in statutory rates, and other permanent book-tax differences. Deferred Income Taxes Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes. The following table details the components of deferred tax assets and liabilities as of December 31, 2020: As of December 31, (in thousands) 2020 2019 Deferred tax assets: Allowance for doubtful accounts $ 1,819 $ 1,366 Accrued expenses and other 5,307 4,026 Net operating losses 1,298 1,978 Gross deferred tax assets 8,424 7,370 Valuation allowance (484) (88) Net deferred tax assets $ 7,940 $ 7,282 Deferred tax liabilities: Purchased intangibles $ (35,561) $ (41,180) Depreciation and amortization (3,715) (2,574) Total deferred tax liabilities (39,276) (43,754) Net deferred tax liabilitiy $ (31,336) $ (36,472) The Company has not recorded a deferred tax liability for foreign withholding or other foreign local tax on the undistributed earnings from the Company’s international subsidiaries as such earnings are considered to be indefinitely reinvested. Tax Valuation Allowance The Company’s deferred tax assets and liabilities are primarily comprised of purchased intangibles, book to tax differences in depreciation and amortization, book and tax differing treatment of accruals, and net operating losses. As of each reporting date, management considers new evidence, both positive and negative, that could impact management’s view with regard to the future realization of deferred tax assets. As of December 31, 2020, (i) the Company’s taxable temporary differences will provide sufficient US future taxable income to realize the US deferred tax assets and (ii) the Company’s projected future pre-tax book income in the US and respective foreign countries is expected to provide sufficient taxable income to realize the deferred tax assets within each jurisdiction’s respective statutory carryforward period. Based on this analysis, the Company has concluded that it is more likely than not that the Company will realize most of its US and foreign deferred taxes assets. A valuation allowance is assessed to a small amount of foreign capital losses and US tax loss carryforwards. Net Operating Loss and Credit Carryforwards As of December 31, 2020, the Company had a Federal net operating loss carryforward of approximately $0.3 million and a state net operating loss carryforward of approximately $10.9 million. In addition, the Company had loss carryforwards for various foreign countries where the Company has business operations. The aggregate amount of foreign loss carryover is not material as of December 31, 2020. Federal net operating loss carryforwards can be used to offset against taxable income in the future and begin to expire in 2031. The Company utilized approximately $3.0 million and $2.7 million of Federal and state net operating loss carryforwards, respectively, in 2020. Utilization of Federal net operating loss carryforwards may be subject to annual limitations due to the “change in ownership” provisions of the Internal Revenue Code of 1986 and similar state provisions. The Company’s net operating loss carryforwards are subject to the annual limitation under Section 382 of the Internal Revenue Code. Uncertain Tax Positions The Company’s income tax returns are open to examination by federal and state authorities for the tax years ended December 31, 2016 and later. However, the Company believes that its tax positions are all highly certain of being upheld upon examination and intends to defend those positions if challenged by the Internal Revenue Services or another taxing jurisdiction. For uncertain tax positions, the Company uses a more-likely-than-not recognition threshold based on the technical merits of the tax position taken. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefits determined on a cumulative probability basis, which are more-likely-than-not to be realized upon ultimate settlement in the financial statements. The Company has unrecognized tax benefits, which are tax benefits related to uncertain tax positions which have been or will be reflected in income tax filings that have not been recognized in the financial statements due to potential adjustments by taxing authorities in the applicable jurisdictions. The Company’s liabilities for unrecognized tax benefits, which include interest and penalties, were $1.9 million and $0.6 million as of December 31, 2020 and 2019, respectively. The amount of unrecognized tax benefits that, if recognized, would affect the Company’s effective tax rate are $1.8 million and $0.5 million as of December 31, 2020 and 2019, respectively and include the federal tax benefit of state deductions. The Company anticipates that no unrecognized tax benefits will reverse during the next year due to the expiration of statutes of limitation. Changes in the Company’s unrecognized tax benefits are as follows: For the Years Ended December 31, (in thousands) 2020 2019 Beginning balance $ 595 $ 383 Increase related to tax positions of prior years — — Increase related to tax positions of the current year 1,496 212 Decrease related to tax positions of prior years (212) — Decrease due to lapse in statutes of limitations — — Ending balance $ 1,879 $ 595 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2020 | |
Employee Benefit Plans | |
Employee Benefit Plans | 10. Employee Benefit Plans The Company has a 401(k) plan for the benefit of all U.S. employees who meet certain eligibility requirements. This plan covers substantially all of the Company’s full-time U.S. employees. The Company’s contributions costs are at the Company’s discretion and were $1.2 million, $0.7 million and $0.5 million for the years ended December 31, 2020, 2019 and 2018 respectively. |
Earnings Per Share
Earnings Per Share | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Earnings Per Share | ||
Earnings Per Share | 10. Earnings Per Share The following table reconciles the numerators and denominators used in computations of the basic and diluted EPS for the three and nine months ended September 30: Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Numerator: Net Income (basic and diluted) $ 7,924 $ 5,805 $ 1,000 $ 12,323 Denominator: Weighted-average common shares outstanding 158,045 139,841 144,305 139,779 Dilutive effect of share-based awards 9,000 6,713 9,242 7,064 Weighted-average dilutive shares outstanding 167,045 146,554 153,547 146,843 Basic earnings per share $ 0.05 $ 0.04 $ 0.01 $ 0.09 Diluted earnings per share $ 0.05 $ 0.04 $ 0.01 $ 0.08 Approximately 4.6 million, and 4.3 million weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation in the three and nine months ended September 30, 2021, respectively, because they were antidilutive. Approximately 9.2 million, and 7.5 million weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation in the three and nine months ended September 30, 2020, respectively, because they were also antidilutive. | 11. Earnings Per Share The following table reconciles the numerators and denominators used in computations of the basic and diluted EPS: For the Years Ended December 31, 2020 2019 2018 Numerator: Net Income (basic and diluted) $ 20,453 $ 23,307 $ 3,177 Denominator: Weighted‑average common shares outstanding 138,072 139,650 139,588 Dilutive effect of stock based awards 7,372 3,396 — Weighted‑average dilutive shares outstanding 145,443 143,046 139,588 Basic earnings per share $ 0.15 $ 0.17 $ 0.02 Diluted earnings per share $ 0.14 $ 0.16 $ 0.02 Approximately 7,516, 9,265, and 17,962 weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation for the years ended December 31, 2020, 2019 and 2018, respectively, because they were antidilutive. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Stock-Based Compensation | ||
Stock-Based Compensation | 11. Stock-Based Compensation Employee Equity Incentive Plan On September 20, 2017, the Company established its 2017 Omnibus Equity Incentive Program (the “2017 Plan”) which provides for the granting of equity based awards to certain employees, directors, independent contractors, consultants and agents. Under the 2017 Plan, the Company may grant non-qualified stock options, stock appreciation rights, restricted stock units, and other stock-based awards for up to 22,182 shares of common stock. On April 19, 2021 the Company established its 2021 Omnibus Equity Incentive Plan (“2021 Equity Plan”). The maximum number of shares of common stock available for issuance under the 2021 Equity Plan is equal to the sum of (i) 30,000 shares of common stock and (ii) an annual increase on the first day of each year beginning in 2022 and ending in and including 2031, equal to the lesser of (A) five percent (5%) of the outstanding shares of common stock on the last day of the immediately preceding fiscal year and (B) such lesser amount as determined by the Board’s compensation committee. The 2021 Equity Plan provides for the grant of stock options (including qualified incentive stock options and nonqualified stock options), stock appreciation rights, restricted stock, restricted stock units, dividend equivalents, and other stock or cash settled incentive awards. Any shares covered by an award, or portion of an award, granted under the 2021 Equity Plan that expires or is forfeited, canceled, cash-settled, or otherwise terminated for any reason will again be available for the grant of awards under the 2021 Equity Plan. Options become exercisable subject to vesting schedules up to four years from the date of the grant and subject to certain timing restrictions upon an employee’s separation of service and no later than 10 years after the grant date. Restricted stock units are subject to vesting schedules up to four years from the date of the grant and subject to certain timing restrictions upon an employee’s separation. A summary of stock option activity as of and for the nine months ended September 30, 2021 and December 31, 2020 is as follows: Stock Option Weighted Average Remaining Number of Weighted Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of December 31, 2020 14,713 $ 4.47 7.79 $ 181,914 Options granted 1,707 30.95 — — Options exercised (1,710) 3.28 — — Options forfeited (271) 7.15 — — Outstanding as of September 30, 2021 14,439 $ 7.70 7.41 $ 383,974 Options expected to vest as of September 30, 2021 4,136 $ 16.20 8.90 $ 75,637 Options exercisable as of September 30, 2021 6,404 $ 3.68 6.70 $ 195,205 Stock options include grants to executives that contain both market-based and performance-based vesting conditions. There were no stock options granted that contain both market-based and performance-based vesting conditions during the nine months ended September 30, 2021. As of September 30, 2021, 3,433 market-based and performance-based awards were outstanding. As of September 30, 2021, the Company did not consider the performance condition to be probable and did not recognize any expense associated with these options. The weighted average grant date fair value of options granted during the nine months ended September 30, 2021 and 2020 was $12.85 and $2.40, respectively. The total intrinsic value of options exercised during the nine months ended September 30, 2021 and 2020 was $50.5 million and $0.5 million, respectively. The fair market value of each option granted during the nine months ended September 30, 2021 has been estimated on the grant date using the Black-Scholes-Merton option-pricing model with the following assumptions: 2021 Risk - free interest rate (percentage) 0.6. - 1.1 Expected term (years) 5.9 - 6.1 Expected dividend yield (percentage) — Expected volatility (percentage) 42.1 - 43.6 The Company’s board of directors (the “Board”) did not declare or pay dividends of the Company’s common or preferred stock during the nine months ended September 30, 2021 or during the nine months ended September 30, 2020. A summary of restricted stock unit activity as of and for the nine months ended September 30, 2021 and December 31, 2020 is as follows: Restricted Stock Number of Weighted Average Shares Grant Date Fair Value Outstanding as of December 31, 2020 1,261 $ 7.74 Granted 1,720 30.88 Vested (322) 8.97 Forfeited (4) 35.54 Outstanding as of September 30, 2021 2,655 $ 22.54 Expected to vest as of September 30, 2021 2,330 The total grant date fair value of restricted stock units that vested during the nine months ended September 30, 2021 was $2.9 million. As of September 30, 2021, unrecognized stock-based compensation expense was $68.9 million, which is expected to be recognized over a weighted-average period of 1.6 years. Total stock-based compensation expense recorded in the Condensed Consolidated Statements of Operations and Comprehensive Income as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2021 2020 2021 2020 Product development $ 1,239 $ 212 $ 1,953 $ 465 Sales, marketing and customer support 1,423 305 3,743 869 General and administrative 2,186 1,102 6,404 2,227 Total stock-based compensation $ 4,848 $ 1,619 $ 12,100 $ 3,561 Employee Stock Purchase Plan In March 2021, the Board approved the Company’s 2021 Employee Stock Purchase Plan (“ESPP”), and employees became eligible to enroll in August 2021. The ESPP qualifies as an “employee stock purchase plan” under Section 423 of the U.S. Internal Revenue Code of 1986, as amended. The Company reserved 3,000 shares of common stock for sale under the ESPP. The share reserve increases on the first day of each calendar year beginning on January 1, 2022 and ending on and including January 1, 2031, equal to the lesser of (i) one percent (1%) of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares of common stock as is determined by the Board. Purchases are accomplished through participation in discrete offering periods. Currently, the ESPP is available only to U.S. based employees; the Company is reviewing offering the ESPP program to employees in non-U.S. jurisdictions. The first offering and purchase period began on September 1, 2021 and will end on November 30, 2021. The Company expects the program to continue consecutively for six-month offering periods (commencing on December 1, 2021) for the foreseeable future. Under the ESPP, eligible employees are able to acquire shares of the Company’s common stock by accumulating funds through payroll deductions. Company employees in the United States generally are eligible to participate in the ESPP if they are a full-time employee and have completed six months of continuous service with the Company as of the last day of the enrollment period. Eligible employees are able to select a rate of payroll deduction between 1% and 15% of their compensation, up to a $25 annual contribution limit. The purchase price for shares of common stock purchased under the ESPP is 85% of the lesser of the fair market value of the common stock on (i) the first trading day of the applicable offering period and (ii) the last trading day of the applicable offering period. An employee’s participation automatically ends upon termination of employment for any reason. A participant may cancel enrollment or lower their contributions once during an offering period, but no later than 30 days before the end of an offering period. Upon the termination of an employee’s participation in the ESPP, payroll deductions will be stopped and refunded. Stock-based compensation expense for the ESPP is recognized on a straight-line basis over the requisite service period of each award. The ESPP also has a six-month holding period after the purchase date of the offering period. Stock-based compensation expense related to ESPP totaled less than $0.1 million for the three and nine months ended September 30, 2021. | 12. Stock-Based Compensation Employee Stock Option Plan On September 20, 2017, the Company established an Equity Incentive Program (the “Plan”) which provides for the granting of incentive and nonqualified stock options to certain employees, directors, independent contractors, consultants and agents. Under the Plan, the Company may grant non-qualified stock options, stock appreciation rights, restricted stock units, and other stock-based awards up to 22,182 shares of Common Stock. Options become exercisable subject to vesting schedules up to four years from the date of the grant and subject to certain timing restrictions upon an employee’s separation of service and no later than 10 years after the grant date. Restricted stock units are subject to vesting schedules up to two years from the date of the grant and subject to certain timing restrictions upon an employee’s separation. A summary of stock option activity as of and for the years ended December 31, 2020, 2019 and 2018 is as follows: Stock Option Weighted Average Weighted Remaining Number of Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of January 1, 2018 15,180 $ 2.11 9.85 $ — Options granted 3,995 2.33 — — Options exercised 2 2.00 — — Options forfeited 631 2.67 — — Outstanding as of December 31, 2018 18,542 2.14 8.93 5,277 Options granted 1,563 5.04 — — Options exercised 65 2.43 — — Options forfeited 384 2.90 — — Outstanding as of December 31, 2019 19,656 2.35 8.04 $ 86,024 Options granted 4,293 $ 9.19 — — Options exercised 254 $ 2.89 — — Options forfeited 8,982 $ 2.13 — — Outstanding as of December 31, 2020 14,713 4.47 7.79 $ 181,914 Options expected to vest as of December 31, 2020 5,269 $ 7.17 — 50,983 Options exercisable as of December 31, 2020 5,480 $ 2.52 — 78,389 Stock options include grants to executives that contain both market-based and performance-based vesting conditions. During the year ended December 31, 2020, the Company granted 600 stock options that contain both market-based and performance-based vesting conditions and 167 of restricted stock units that contain market-based vesting conditions. The Company repurchased and cancelled 956 of stock options that contain both market-based and performance-based vesting conditions resulting in $14.5 million in incremental cash-based compensation expense related to the transaction, and vested 167 of restricted stock units with market-based vesting conditions. As of December 31, 2020, 3,433 market-based and performance-based awards were outstanding. As of December 31, 2020, the Company did not consider the performance condition to be probable and did not recognize any expense associated with those options. The Company repurchased and cancelled 2,606 vested stock options from a former executive during the year ended December 31, 2020 for an aggregate purchase price of approximately $15.5 million recorded in Additional Paid-in Capital on the Company’s Consolidated Balance Sheets. The weighted average grant date fair value of options granted for the years ended December 31, 2020, 2019, and 2018 was $2.67, $1.41 and $0.51, respectively. The total intrinsic value of options exercised during the years ended December 31, 2020, 2019 and 2018 was $3.6 million, $0.3 million and nil, respectively. The fair market value of each option granted for the years presented has been estimated on the grant date using the Black-Scholes-Merton option-pricing model with the following assumptions: 2020 2019 2018 Risk‑free interest rate (percentage) 0.3 ‑ 1.6 1.6 ‑ 2.6 2.3 ‑ 3.1 Expected term (years) 5.3 ‑ 6.3 5.6 ‑ 6.1 5.9 ‑ 6.3 Expected dividend yield (percentage) — — — Expected volatility (percentage) 39.9 ‑ 44.1 35.4 ‑ 40.9 34.5 ‑ 35.4 A summary of restricted stock unit activity as of and for the year ended December 31, 2020 is as follows: Restricted Stock Weighted Average Grant Number of Date Fair Shares Value Outstanding as of December 31, 2019 37 $ 3.72 Granted 1,510 Vested 185 Forfeited 101 Outstanding as of December 31, 2020 1,261 $ 7.74 Expected to vest as of December 31, 2020 1,149 In September 2017, the Company issued 75 restricted stock unit awards with a fair value of $1.68 per share. Total fair value of the awards was $0.1 million. In September 2019, the Company issued 37 restricted stock unit awards with a fair value of $3.72 per share. Total fair value of the awards was $0.1 million. During the years ended December 31, 2019, and 2018, the Company recognized stock-based compensation expense related to restricted stock of $0.1 million. During each of the years ended December 31, 2019, and 2018, 38 shares vested. The weighted average grant date fair value of restricted stock units granted during the year ended December 31, 2020 was $7.59. As of December 31, 2020, unrecognized stock-based compensation expense was $15.5 million, which is expected to be recognized over a weighted-average period of 1.3 years. Total stock-based compensation expense recorded in the Consolidated Statements of Operations and Comprehensive Income as follows: December 31, 2020 2019 2018 Cost of Revenue $ — $ 8 $ 6 Product Development 673 305 219 Sales, Marketing and Customer Support 6,151 450 287 General and administrative 13,703 917 930 Total Stock ‑ Based Compensation $ 20,527 $ 1,680 $ 1,442 Non‑cash stock‑based compensation expense $ 5,984 $ 1,680 $ 1,442 Cash‑based compensation expense(a) 14,543 — — Total Stock ‑ Based Compensation $ 20,527 $ 1,680 $ 1,442 (a) Includes incremental cash-based compensation paid in connection with repurchased and cancelled stock options of 956 that contain both market-based and performance-based vesting conditions. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Stockholders' Equity | ||
Stockholders' Equity | 12. Stockholders’ Equity On April 9, 2021, the Company entered into an arrangement with an affiliate of Tiger Global Management, LLC (the ‘‘Tiger Investor’’) whereby the Tiger Investor purchased $30.0 million of the Company’s common stock in a private placement (‘‘concurrent private placement’’) concurrent with the completion of the IPO. The price per share was equal to the IPO price of $27.00, for a total of 1,111 shares. The Company received total aggregate net proceeds of $29.0 million, after deducting underwriting fees of $1.0 million. On April 23, 2021, the Company completed its IPO in which the Company issued and sold 9,977 shares of common stock at a public offering price of $27.00 per share, which included the full exercise of the underwriters’ option to purchase 1,350 additional shares of common stock. The Company received aggregate net proceeds of $253.2 million from the IPO, after deducting underwriting discount fees of $16.2 million. The Company incurred offering costs of approximately $26.8 million for the concurrent private placement and IPO, of which $0 and $21.8 million were included in General and Administrative expenses in the Condensed Consolidated Statement of Operations and Comprehensive Income for the three and nine months ended September 30, 2021, respectively. The IPO offering also included 5,356 shares sold by Providence VII U.S. Holdings L.P. (“Providence”) and other existing stockholders, which included the full exercise of the underwriters’ option to purchase 650 additional shares from Providence, in which the Company did not receive any proceeds from the shares sold. In connection with the Company’s IPO, all shares of the Company’s outstanding preferred stock automatically converted into 20,335 shares of common stock on a one for one-third basis. The Company’s treasury stock, consisting of 15,146 shares of common stock, was reissued in the preferred stock conversion. In conjunction with the IPO, the Company increased the authorized shares of its capital stock. The Company’s capital stock consists of 1,000,000 shares of common stock, par value $0.001 per share and 100,000 shares of undesignated preferred stock, par value $0.01 per share. Further, the Company amended and restated its existing amended and restated certificate of incorporation and its existing bylaws of the Company, as previously reported in the Prospectus, which incorporates material modifications to rights of security holders. | 13. Stockholders’ Equity On September 14, 2020, the Company’s Board approved the issuance of 61 shares of common stock under the Plan. On October 27, 2020, the Company entered into a Series A Preferred Stock Purchase Agreement (“Preferred Purchase Agreement) pursuant to which an investor group, led by Tiger Global Management, purchased 61,006 shares of Series A Preferred Stock (“preferred stock”) from the Company and certain of its existing stockholders for an aggregate purchase price of approximately $350.0 million. The preferred stock consisted of 15,568 shares issued and sold by the Company to the new investors, raising approximately $89.3 million in cash before transaction costs. 45,438 shares of common stock (prior to giving effect to the reverse stock split) held by existing shareholders were exchanged on a 1:1 basis for newly issued preferred stock and then sold to the new investors. All cash received related to the exchange was transferred to all selling shareholders. The Company recorded the exchange of common stock for preferred stock as Treasury Stock at cost in the Consolidated Balance Sheets. The preferred stock included in this transaction are non-participating, not redeemable, have no declared dividends and contains a liquidation preference. The liquidation preference allows for holders of shares of preferred stock then outstanding to be entitled to be paid out before any payments to holders of the Company’s common stock up to the preferred stock issuance price plus any dividends declared but unpaid. Upon the closing of the sale of shares of common stock in an underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, all outstanding shares of preferred stock shall automatically be converted into shares of common stock on a 1:1 basis, subject to anti-dilution protection included in terms of the preferred stock and the reverse stock split whereby each share of preferred stock is entitled to convert into one Proceeds from the issuance were used to pay off a portion of the outstanding balance under the New Revolving Credit Facility. As of December 31, 2020, there were 140,222 shares and 125,074 shares of the Company’s common stock issued and outstanding, respectively, out of 700,000 authorized shares. As of December 31, 2020, there were 61,006 shares of the Company’s preferred stock authorized, issued outstanding As of December 31, 2020, the Company’s treasury stock consisted of 15,146 shares of common stock. The Board did not declare or pay dividends of the Company’s common or preferred stock during the years ended December 31, 2020, 2019, and 2018. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies | ||
Commitments and Contingencies | 13. Commitments and Contingencies Accrued Expense Accrued expenses as of September 30, 2021 and December 31, 2020 were as follows: As of (in thousands) September 30, 2021 December 31, 2020 Vendor payments $ 5,254 $ 3,896 Employee commissions and bonuses 8,372 11,344 Payroll and other employee related expense 8,810 6,957 401k and pension expense 1,459 1,358 Other taxes 1,232 1,864 Total accrued expense $ 25,127 $ 25,419 Operating Leases The Company and its subsidiaries have entered into operating lease agreements for certain of its office space and data centers. The offices are located in the United States, Israel, Belgium, Finland, France, Japan, Singapore, the United Kingdom, Germany, Poland and the United Arab Emirates. The data centers are premises used to house computing and networking equipment. The data centers are located in the United States, Netherlands, Germany and Singapore. For the three months ended September 30, 2021 and September 30, 2020, office and data center rent expense was $1.5 million and $1.8 million, respectively. For the nine months ended September 30, 2021 and September 30, 2020, office and data center rent expense was $3.9 million and $5.3 million, respectively. For the three and nine months ended September 30, 2021, the Company recorded expense of $0.8 million in General and Administrative expenses in the Condensed Consolidated Statement of Operations and Comprehensive Income upon triggering the recognition of a cease-use liability related to unoccupied leased office space; whereby, the Company no longer receives any economic benefit from the rights conveyed by the lease. The cease-use liability was determined based on the remaining lease rentals, adjusted for the effects of any prepaid or deferred items recognized under the lease as required by ASC 420, Exit or Disposal Cost Obligations Future minimum lease obligations are as follows: Year Ending (in thousands) December 31, 2021(for remaining three months) $ 1,550 2022 5,347 2023 4,880 2024 1,015 2025 981 2026 368 Thereafter 76 $ 14,217 Capital Leases As of September 30, 2021, the Company had seven lease agreements for certain equipment which provide for the transfer of ownership at the end of the lease term or are for underlying assets that will have an insignificant fair value at the end of the lease term. The Company has classified these agreements as capital leases and recognized the corresponding assets and liabilities within the Condensed Consolidated Balance Sheet. The following is a schedule of future minimum lease payments under these agreements (including interest) as of September 30, 2021. Year Ending (in thousands) December 31, 2021 (for remaining three months) $ 674 2022 2,144 2023 1,937 2024 598 2025 170 Total 5,523 Less: Amount representing interest (277) Present Value of net minimum capital lease payments $ 5,246 Capital leases short term $ 2,140 Capital leases long term 3,106 Total $ 5,246 Contingencies From time to time, the Company is subject to various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. The Company records liabilities for contingencies including legal costs when it is probable that a liability has been incurred and when the amount can be reasonably estimated. Legal costs are expensed as incurred. Although the outcome of the various legal proceedings and claims cannot be predicted with certainty, management does not believe that any of these proceedings or other claims will have a material effect on the Company’s business, financial condition, results of operations or cash flows. With respect to potential payments due related to the Zentrick acquisition, discussed in Footnote 4, Business Combinations, the Company and the Zentrick selling stockholders are currently in discussions to negotiate the early termination of the Zentrick Deferred Payment Terms and resolution of the contingent payments due for both the technical milestones and revenue targets. The Company believes the total of approximately $2.8 million for these potential payments reflected in the Condensed Consolidated Balance Sheet as contingent consideration current and other current liabilities reflect the Company’s estimated obligations under the stock purchase agreement entered into in connection with the transaction, as of September 30, 2021. In efforts to terminate early the Zentrick Deferred Payment Terms, the Company believes payment between $2.8 million and $5.5 million is possible, with no amount within the range being a better estimate than the amount recorded on the Condensed Consolidated Balance Sheets. | 14. Commitments and Contingencies Accrued Expense Accrued expenses as of December 31, 2020 and December 31, 2019 were as follows: As of December 31, December 31, (in thousands) 2020 2019 Vendor payments $ 3,896 $ 2,918 Employee commissions and bonuses 11,344 9,000 Payroll and other employee related expense 6,957 2,789 401k and pension expense 1,358 851 Other taxes 1,864 820 Total accrued expense $ 25,419 $ 16,378 The Company periodically reviews its obligations for filing and payment of sales and use taxes in various jurisdictions to determine whether its business activities have created substantial nexus which would require collection, remittance, and filing of tax returns. During the year ended December 31, 2020, the Company recorded $1.2 million for additional filing obligations deemed probable. These contingencies are included in Accrued Expense in the Company’s Consolidated Balance Sheets. Operating Leases The Company and its subsidiaries have entered into operating lease agreements for certain of its office space, and data centers. The offices are located in the United States, Israel, Belgium, Finland, and Singapore. The data centers are premises used to house computing and networking equipment. The data center leases are located within the United States, Netherlands, Germany, and Singapore. For the year ended December 31, 2020 rent expense for office and data center premises was $5.9 million and $1.1 million respectively. For the year ended December 31, 2019 rent expense for office and data center premises was $4.5 million and $1.5 million respectively. For the year ended December 31, 2018 rent expense for office and data center premises was $3.3 million and $1.4 million respectively. Future minimum lease obligations are as follows: Year Ending (in thousands) December 31, 2021 $ 5,458 2022 4,004 2023 3,461 2024 242 $ 13,165 Capital Leases As of December 31, 2020, the Company has six lease agreements for certain equipment which provide for the transfer of ownership at the end of the lease term or are for underlying assets that will have an insignificant fair value at the end of the lease term. The Company has classified these agreements as capital leases and recognized the corresponding assets and liabilities within the Consolidated Balance Sheets. The following is a schedule of future minimum lease payments under these agreements (including interest) as of December 31, 2020. Year Ending (in thousands) December 31, 2021 $ 1,613 2022 1,615 2023 1,409 2024 510 2025 170 Total 5,317 Less: Amount representing interest (355) Present Value of net minimum capital lease payments $ 4,962 Capital leases short term $ 1,515 Capital leases long term 3,447 Total $ 4,962 Contingencies From time to time, the Company is subject to various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. The Company records liabilities for contingencies including legal costs when it is probable that a liability has been incurred and when the amount can be reasonably estimated. Legal costs are expensed as incurred. Although the outcome of the various legal proceedings and claims cannot be predicted with certainty, management does not believe that any of these proceedings or other claims will have a material effect on the Company’s business, financial condition, results of operations or cash flows. |
Segment Information
Segment Information | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Segment Information | ||
Segment Information | 14. Segment Information The Company has determined that it operates as one operating and reportable The Company has not disclosed certain geographic information pertaining to revenues and total assets as it is impracticable to disclose, is not utilized by the Company’s chief operating decision maker to review operating results or make decisions about how to allocate resources, and would not be useful to users of the Condensed Consolidated Financial Statements to disclose such information. | 15. Segment Information The Company has determined that it operates as one operating and reportable segment. The Company’s chief operating decision maker reviews financial information on a consolidated basis, together with certain operating and performance measures principally to make decisions about how to allocate resources and measure performance. The Company has not disclosed certain geographic information pertaining to revenues and total assets as it is impracticable to disclose, is not utilized by the Company’s chief operating decision maker to review operating results or make decisions about how to allocate resources, and would not be useful to users of the Consolidated Financial Statements to disclose such information. |
Subsequent Events
Subsequent Events | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Subsequent Events | ||
Subsequent Events | 15. Subsequent Events On October 6, 2021, the Company approved 13 restricted stock units to be granted under the 2021 Equity Plan. On October 27, 2021, the Company approved 11 stock options and 36 restricted stock units to be granted to employees under the 2021 Equity Plan. On November 9, 2021, the Company announced an agreement to acquire Outrigger Media, Inc. d/b/a OpenSlate (“OpenSlate”) for $150 million, consisting of $125 million in cash and $25 million in DoubleVerify common stock. OpenSlate is a leading independent pre-campaign contextual targeting platform for social video and CTV. OpenSlate’s technology provides insight into the nature and quality of ad-supported content on large, video-driven social platforms, such as Facebook, TikTok and YouTube. | 16. Subsequent Events The Company has evaluated subsequent events through April 12, 2021, which represents the date the Consolidated Financial Statements were issued. Equity Grants On January 28, 2021, the Company granted 268 restricted stock units and 73 stock options under the Plan. On February 17, 2021, the Company granted 365 stock options and 213 restricted stock units under the Plan. On March 11, 2021, the Company granted 9 restricted stock units under the Plan. Concurrent Private Placement On April 9, 2021, the Company entered into an arrangement with an affiliate of Tiger Global Management, LLC (the “Tiger Investor”) whereby the Tiger Investor has agreed to purchase $30 million of the Company’s common stock in a private placement (“concurrent private placement”) concurrent with the completion of the proposed initial public offering of the Company’s common stock (the “IPO”) at a price per share equal to the initial public offering price. The concurrent private placement is contingent upon, and is expected to close immediately following, the completion of the proposed IPO through which the Company will list the common stock on the New York Stock Exchange. |
Schedule I - Condensed Financia
Schedule I - Condensed Financial Information of Registrant | 12 Months Ended |
Dec. 31, 2020 | |
Parent Company | Reportable Legal Entities | |
Schedule I - Condensed Financial Information of Registrant | SCHEDULE I — CONDENSED FINANCIAL INFORMATION OF REGISTRANT DoubleVerify Holdings, Inc. (Parent Company Only) Condensed Statements of Balance Sheets (In thousands) As of As of December 31, December 31, (in thousands, except per share data) 2020 2019 Assets: Current assets Cash and cash equivalents $ 6,418 $ 42 Trade receivables 2 2 Total current assets 6,420 44 Investment in subsidiary 360,230 317,852 Due from subsidiaries 83,151 151 Total assets $ 449,801 $ 318,047 Liabilities and Stockholder’s Equity: Due to subsidiaries $ 32,956 $ 29 Accrued expense 150 — Total liabilities $ 33,106 $ 29 Stockholders’ equity Common stock, $0.001 par value, 700,000 shares authorized, 140,222 and 139,721 shares issued, and 125,074 and 139,721 shares outstanding as of December 31, 2020 and December 31, 2019, respectively 140 140 Preferred stock, $0.01 par value, 61,006 shares authorized, issued outstanding issued outstanding 610 — Additional paid‑in capital 620,679 283,457 Treasury stock, at cost, 15,146 shares as of December 31, 2020 and no shares as of December 31, 2019 (260,686) — Retained earnings 54,941 34,488 Accumulated other comprehensive income (loss), net of income taxes 1,011 (67) Total stockholders’ equity 416,695 318,018 Total liabilities and stockholders’ equity $ 449,801 $ 318,047 See accompanying notes to condensed financial statements. SCHEDULE I — CONDENSED FINANCIAL INFORMATION OF REGISTRANT DoubleVerify Holdings, Inc. (Parent Company Only) Condensed Statements of Operations and Comprehensive (Loss) Income (In thousands) Years Ended December 31, 2020 2019 2018 Revenue $ — $ — $ — Cost of revenue — 8 6 Product development 673 305 219 Sales, marketing and customer support 6,151 450 287 General and administrative 14,020 1,233 983 Loss from operations (20,844) (1,996) (1,495) Other expense, net — (9) — Equity in pre‑tax earnings of consolidated subsidiaries 38,153 37,365 3,475 Income before income taxes 17,309 35,360 1,980 Income tax expense (benefit) (3,144) 12,053 (1,197) Net income 20,453 23,307 3,177 Foreign currency cumulative translation adjustment 1,078 (67) 3 Total comprehensive income $ 21,531 $ 23,240 $ 3,180 See accompanying notes to condensed financial statements. SCHEDULE I — CONDENSED FINANCIAL INFORMATION OF REGISTRANT DoubleVerify Holdings, Inc. (Parent Company Only) Condensed Statements of Cash Flows (In thousands) Years Ended December 31, 2020 2019 2018 Cash Flows from Operating Activities $ 18,214 $ (94) $ (108) Cash Flows from Investing Activities Transfer of funds to subsidiary (83,000) (1,787) — Net cash used in investing activities (83,000) (1,787) — Cash Flows from Financing Activities Repurchase of vested options (15,506) — — Proceeds from Series A preferred stock issuance, net of issuance costs 346,150 — — Payments to shareholders for preferred stock Series A (260,686) — — Proceeds from common stock issued upon exercise of stock options 780 177 — Proceeds from common stock issued under employee purchase plan 424 — 100 Net cash provided by financing activities 71,162 177 100 Effect of exchange rate changes on cash and cash equivalents — (67) 3 Net increase (decrease) in cash and cash equivalents 6,376 (1,771) (5) Cash and cash equivalents — Beginning of period 42 1,813 1,818 Cash and cash equivalents — End of period $ 6,418 $ 42 $ 1,813 Non ‑ cash financing transaction Exchange of common stock for preferred stock $ 260,686 $ — $ — See accompanying notes to condensed financial statements. SCHEDULE I — CONDENSED FINANCIAL INFORMATION OF REGISTRANT DoubleVerify Holdings, Inc. (Parent Company Only) Notes to the Condensed Financial Statements (In thousands) 1. Organization DoubleVerify Holdings, Inc. (the “Company”), is a software platform for digital media measurement, data and analytics. The Company’s solutions provide advertisers with a single measure of digital ad quality and effectiveness, the Authentic Ad, which ensures that a digital ad was delivered in a brand-safe environment, fully viewable, by a real person and in the intended geography. The Company’s software interface, Pinnacle, provides customers with access to data on all of their digital ads and enables them to make changes to their ad strategies on a real-time basis. The Company’s software solutions are integrated across the entire digital advertising ecosystem, including programmatic platforms, social media channels and digital publishers. The Company’s solutions are accredited by the Media Rating Council, which allows the Company’s data to be used as a single-source standard in the evaluation and measurement of digital ads. The Company was incorporated on August 16, 2017, is registered in the state of Delaware and is the parent company of DoubleVerify, Inc. (“DoubleVerify”). On August 18, 2017, DoubleVerify entered into an agreement and plan of merger (the “Agreement”), whereby Pixel Group Holdings, Inc. (the “Ultimate Parent”) and Pixel Merger Sub, Inc. (“Merger Sub”), a wholly-owned subsidiary of the Company, agreed to provide for the merger of the Merger Sub with DoubleVerify pursuant to the terms and conditions of the Agreement. On the effective date, Merger Sub was merged with and into DoubleVerify whereupon the separate corporate existence of Merger Sub ceased and DoubleVerify continued as the surviving corporation. Through the merger, the Company acquired 100% of the outstanding equity instruments of DoubleVerify (the “Acquisition”) resulting in a change of control at the parent level. The merger resulted in the application of acquisition accounting under the provisions of Financial Accounting Standards Board (“FASB”) Topic Accounting Standards Codification (“ASC”) 805, “ Business Combinations The Company is a holding company that does not conduct any business operations of its own and therefore its assets consist primarily of investments in subsidiaries and cash proceeds from stock option exercises, in accordance with the Company’s stock plan discussed further in Note 2, Basis of Presentation and Significant Accounting Policies, to the Company’s Consolidated Financial Statements. The amounts available to the Company to fulfill cash commitments or to pay cash dividends are also subject to the covenants and distribution restrictions in its subsidiaries’ loan agreements 2. Basis of Preparation The accompanying condensed parent company-only financial statements are required in accordance with Rule 5-04 of Regulation S-X. These condensed financial statements have been presented on a standalone basis for the Company and have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The Company’s financial statements should be read in conjunction with the Company’s annual Consolidated Financial Statements. On March 29, 2021, the Company effected a 1 3. Income Taxes The income tax benefit of $3.1 million, tax expense of $12.1 million, and tax benefit of $1.2 million for fiscal years 2020, 2019 and 2018, respectively, represents the Company’s consolidated income tax expense (benefit) as it relates to the Company’s subsidiaries, which have not been consolidated for this presentation. 4. Distributions There were no distributions made to DoubleVerify Holdings, Inc. by its subsidiaries, for the years ended December 31, 2020, 2019 and 2018. 5. Long-term debt and credit facilities As of December 31, 2020 and 2019, DoubleVerify Holdings, Inc. held no debt. Certain subsidiaries of the Company are subject to debt agreements. For further discussion on the nature and terms of these agreements, refer to Note 8, “Long-Term Debt”, to the Company’s Consolidated Financial Statements. 6. Commitments and Contingencies For a discussion of commitments and contingencies, refer to Note 14, “Commitments and Contingencies”, to the Company’s Consolidated Financial Statements. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | SCHEDULE II DoubleVerify Holdings, Inc. Valuation and Qualifying Accounts (In thousands) Balance at Charges to Balance at Beginning of Costs and Deductions ‑ End of Description Year Expenses Write off Year Allowance for doubtful accounts Year ended December 31, 2020 4,599 4,811 (2,361) 7,049 Year ended December 31, 2019 3,103 3,346 (1,850) 4,599 Year ended December 31, 2018 2,084 1,487 (468) 3,103 |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies | ||
Basis of Preparation and Principles of Consolidation | Basis of Preparation and Principles of Consolidation The accompanying Condensed Consolidated Balance Sheets as of September 30, 2021 and December 31, 2020, the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2021 and 2020, the Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2021 and 2020, and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020 reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results for the periods shown in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules and regulations of the SEC for interim financial reporting periods. Accordingly, certain information and footnote disclosures have been condensed or omitted pursuant to SEC rules that would ordinarily be required under GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements as of December 31, 2020 and 2019 and for the years then ended and the accompanying notes thereto included in the Company’s Prospectus. On March 29, 2021, the Company effected a 1 | Basis of Preparation and Principles of Consolidation The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and reflect the financial statements of the Company and all of its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. On March 29, 2021, the Company effected a 1 Accordingly, all share and per share amounts for all periods presented in these consolidated financial statements and notes thereto, have been adjusted retrospectively, where applicable, to reflect this reverse stock split. |
Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements | Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. These estimates are based on the information available as of the date of the Condensed Consolidated Financial Statements . | Use of Estimates and Judgments in the Preparation of the Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, assumptions in valuing acquired assets and liabilities assumed in business combinations, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in these estimates. These estimates are based on the information available as of the date of the Consolidated Financial Statements. |
Segment Reporting | Segment Reporting The Company’s operating segments are determined based on the units that constitute a business for which discrete financial information is available and for which operating results are regularly reviewed by the Chief Operating Decision Maker (“CODM”). The CODM is the highest level of management responsible for assessing the Company’s overall performance and making operational decisions. The Company operates in one single operating and reportable | |
Fair Value Measurements | Fair Value Measurements The Company evaluates the fair value of certain assets and liabilities using the fair value hierarchy. Fair value is an exit price representing the amount that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company applies the three-tier GAAP value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1 — observable inputs such as quoted prices in active markets; Level 2 — inputs other than the quoted prices in active markets that are observable either directly or indirectly; Level 3 — unobservable inputs of which there is little or no market data, which require the Company to develop its own assumptions. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measure. The carrying amounts of accounts receivable, accounts payable, accrued expenses and other current liabilities approximate fair value due to the short-term nature of these instruments. | |
Foreign Currency | Foreign Currency A majority of the Company’s revenues are generated in U.S. dollars. In addition, most of the Company’s costs are denominated and determined in U.S. dollars. Thus, the reporting currency of the Company is the U.S. dollar. The functional currency of the Company’s foreign subsidiaries is generally the local currency. The assets and liabilities of subsidiaries whose functional currency is a foreign currency are translated at the period-end exchange rates. Income statement items are translated at the average monthly rates for the year. The resulting translation adjustment is recorded as a component of accumulated other comprehensive (income) loss and is included in the Consolidated Statement of Stockholders’ Equity. For the years ended December 31, 2020, 2019, and 2018, the Company recorded an aggregate transaction loss of $0.5 million, an aggregate transaction gain of less than $0.1 million, and an aggregate transaction loss of $0.5 million, respectively. The aggregate transaction gains or losses were recorded in the Consolidated Statement of Operations and Comprehensive Income. | |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents. Pursuant to the Company’s investment policy, its surplus funds are kept as cash or cash equivalents in money market and savings accounts to reduce its exposure to market risk. | |
Trade Receivables Net of Allowances for Doubtful Accounts | Trade Receivables Net of Allowances for Doubtful Accounts Trade receivables are non-interest bearing and are stated at gross invoice amounts. A receivable is recorded when the Company has an unconditional right to receive payment based on the satisfaction of performance obligations, such that only the passage of time is required before consideration is due, regardless of whether amounts are billed or unbilled. Included in trade receivables on the Consolidated Balance Sheets are unbilled receivable balances which have not yet been invoiced. The Company estimates its allowance for doubtful accounts by evaluating specific accounts where information indicates the customers may have an inability to meet financial obligations, such as bankruptcy proceedings and receivable amounts outstanding for an extended period beyond contractual terms. In these cases, the Company uses assumptions and judgment, based on the best available facts and circumstances, to either record a specific allowance against these customer balances or to write the balances off. Write-offs of accounts receivable are taken in the period when the Company has exhausted its efforts to collect overdue and unpaid receivables or otherwise has evaluated other circumstances that indicate that the Company should abandon such efforts. | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets on the Consolidated Balance Sheets consistent primarily of prepaid taxes, other general prepaid expenses, restricted cash, and value added tax assets. Any expenses paid prior to the related services being rendered are recorded as prepaid expenses and amortized over the period of service. Restricted cash represents amounts pledged as collateral for certain agreements with third parties. Upon satisfying the terms of the agreements, the funds are expected to be released and available for use by the Company. As of December 31, 2020 and 2019, the Company had less than $0.1 million and $0.4 million of restricted cash, respectively. As of December 31, 2020 and 2019, the Company had prepaid income taxes of $10.4 million and $0.9 million, respectively. | |
Property, Plant and Equipment, Net | Property, Plant and Equipment, Net Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the following estimated useful lives of the assets: Computer equipment 3 years Office furniture and equipment 4 Leasehold improvements 4 Assets under capital leases are recorded at their net present value at the inception of the lease. Assets under capital leases and leasehold improvements are amortized over the shorter of the related lease terms or their useful lives. Expenditures which significantly improve or extend the life of an asset are capitalized, while charges for routine maintenance and repairs are expensed during the year incurred. | |
Capitalized Software | Capitalized Software Capitalized software, which is included in Property, plant and equipment, net, consists of costs to purchase and develop internal-use software, which the Company uses to provide services to its customers. The costs to purchase and develop internal-use software are capitalized from the time that the preliminary project stage is completed, and it is considered probable that the software will be used to perform the function intended. These costs include personnel and related employee benefits for employees directly associated with the software development and external costs of the materials or services consumed in developing or obtaining the software. Any costs incurred during subsequent efforts to upgrade and enhance the functionality of the software are also capitalized. Once this software is ready for use in the Company’s products, these costs are amortized on a straight-line basis over the estimated useful life of the software, which is 3 years. During the years ended December 31, 2020 and December 31, 2019, the Company capitalized $5.2 million and $3.1 million in internal-use software cost, respectively. Amortization expense was $1.4 million and $0.4 million on capitalized internal-use software costs during the years ended December 31, 2020 and December 31, 2019, respectively. This is included within depreciation expense on Property, plant and equipment, net. The Company did not capitalize software costs and recognize amortization expense in 2018 as the Company did not have a process in place to track costs. | |
Leases | Leases The Company leases its facilities and meets the requirements to account for these leases as operating leases. For facility leases that contain rent escalations or rent concession provisions, the Company records its lease expense during the lease term on a straight-line basis over the term of the lease. The Company records the difference between the rent paid and the straight-line rent as a deferred rent liability. Leasehold improvements funded by landlords or allowances are recorded as leasehold improvement assets and a deferred rent liability which is amortized as a reduction of rent expense over the lesser of the term of the lease or life of the asset. The Company leases computer equipment that meet the requirements to account for these as capital leases. The Company records capital leases as an asset and an obligation at an amount equal to the present value of the minimum lease payments as determined at the beginning of the lease term. Depreciation of capitalized leased assets is computed over their useful life and is included in depreciation expense. | |
Business Combinations | Business Combinations The Company recognizes assets acquired and liabilities assumed at their fair value on the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill. Acquisition-related costs are expensed as incurred. | |
Goodwill | Goodwill Goodwill represents the excess of purchase price over the fair value of tangible net assets and identifiable intangible assets of the businesses acquired. The valuation of goodwill involves the use of management’s estimates and assumptions. The carrying value of goodwill is not amortized, but rather, is evaluated for impairment at least annually, as of October 1, and, additionally on an interim basis, whenever events or changes in circumstances indicate that the carrying amount of goodwill will not be recoverable. The Company performs this evaluation by comparing the fair value of a reporting unit to its carrying value, including goodwill recorded by the reporting unit. The Company has a single reporting unit. The Company’s review for impairment includes an assessment of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative goodwill impairment test, which compares the fair value of the reporting unit with its carrying amounts. The Company estimates the fair value of its reporting unit considering both income and market-based approaches. The estimated fair value of a reporting unit is determined based on assumptions regarding estimated future cash flows, discount rates, long-term growth rates and market values. The Company completed its analyses for each of the years ended December 31, 2020, 2019, and 2018 and determined that there was no impairment of goodwill. | |
Intangible Assets, Net | Intangible Assets, Net Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. The estimated useful lives of the Company’s finite-lived intangible assets are as follows: Technology 4 Customer relationships 5 Trademarks 5 | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets, such as property and equipment and intangible assets subject to depreciation and amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than the Company had originally estimated. Recoverability of these assets is measured by comparison of the carrying amount of each asset or asset group to the future undiscounted cash flows the asset or asset group is expected to generate over their remaining lives. If the asset or asset group is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset or asset group. If the useful life is shorter than originally estimated, the Company amortizes the remaining carrying value over the new shorter useful life. There were no impairments recognized for the years ended December 31, 2020, 2019 and 2018. | |
Debt Issuance Costs | Debt Issuance Costs Prior to the Company’s New Revolving Credit Facility, as described in Footnote 8, Long-term Debt, the Company reflected debt issuance costs for the Prior Credit Facilities in the Consolidated Balance Sheets as a direct deduction from the gross amount, consistent with the presentation of a debt discount. Debt issuance costs for the Prior Credit Facilities were amortized to interest expense over the term of the underlying debt instrument, utilizing the effective interest rate method. For the New Revolving Credit Facility, debt issuance costs meet the definition of an asset and are recorded in the Consolidated Balances Sheets in Other Non-Current Assets. Debt issuance costs incurred for the New Revolving Credit Facility that were capitalized total $0.9 million. Debt issuance costs for the New Revolving Credit Facility are amortized to interest expense over the contractual term of the underlying debt instrument on a straight-line basis through the maturity date of the instrument of October 1, 2025. As of December 31, 2020 and December 31, 2019, remaining debt issuance costs were $1.4 million and $0.9 million, respectively. | |
Revenue Recognition | Revenue Recognition On January 1, 2019, the Company adopted Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers Revenue Recognition In accordance with ASC 606, the Company recognizes revenue under the core principle to depict the transfer of control to its customers in an amount reflecting the consideration to which it expected to be entitled. In order to achieve that core principle, the Company applies the following five-step approach: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when a performance obligation is satisfied. The Company’s contracts with customers may include multiple promised services, consisting of the various impression measurement services the Company offers. For all revenue channels, the Company identifies performance obligations by evaluating whether the promised goods and services are capable of being distinct and distinct within the context of the contract at contract inception. Promised goods and services that are not distinct at contract inception are combined as one performance obligation. Once the Company identifies the performance obligations, the Company will determine the transaction price based on contractually fixed amounts. The Company allocates the transaction price to each performance obligation based on the standalone selling price. The major sources of revenue include Advertiser Direct, Advertiser Programmatic, and Supply-Side Customers. Advertiser Direct and Advertiser Programmatic Revenue For Advertiser Direct revenue, advertisers can purchase the Company’s services to measure the quality and performance of ads purchased directly from digital properties, including publishers and social media platforms. Advertisers are provided access to the Company’s platform through the Company’s proprietary self-service software that provides the Company’s customers with access to data on all their digital ads and enables them to make changes to their ad strategies. In these arrangements, the customer pays a fee to the Company based on the ads measured. For Advertiser Programmatic revenues, advertisers purchase the Company’s services through programmatic platforms to evaluate the quality of ad inventories before they are purchased. Advertisers may purchase the Company’s service offering through a Demand-Side Platform that manages various ad campaign auctions and inventory on behalf of the advertisers. Customers elect to use the Company’s service of evaluating the quality of advertising inventory up for bid on an advertising exchange. The ability to provide these services to customers requires that the Company enter into product integration agreements with Demand-Side Platforms who in turn make the Company’s services available to advertisers. In these arrangements, the customer pays a fee to the Company (collected by the Demand-Side Platform) for the successful execution of the purchase of advertising inventory on an exchange. For Advertiser Direct and Advertiser Programmatic revenues, contracts with multiple performance obligations typically consist of services aimed at advertisers to help evaluate and ensure the success of a brand campaign by measuring authentic impressions. These services are generally delivered together as impressions are measured. Revenue is recognized over time, as the Company is providing services that the customer is continuously consuming and receiving benefit from or upon completion of the service. The Company considers the “right to invoice” practical expedient appropriate in the context of the Company’s contracts as this directly corresponds to the value of the Company’s performance to date. In this case, the Company’s pricing structure is (1) solely variable on the basis of the customer’s usage of the Company’s services, (2) is priced at a fixed rate per usage and (3) gives the entity the right to invoice the customer for its usage as it occurs. Supply-Side Customers Supply-Side Customer revenues consist of arrangements with publishers and other supply-side customers to provide them with software solutions and data analytics to enable them to maximize revenue from their digital advertising inventory. Certain arrangements include minimum guaranteed fees that reset monthly and are recognized on a straight-line basis over the access period, which is usually twelve months. For contracts that contain overages, once the minimum guaranteed amount is achieved, overages are recognized as earned over time based on a tiered pricing structure. Such revenues are recognized on an input method time-elapsed basis, as the Company is providing services that the customer is continuously consuming and receiving benefit from, and such recognition best depicts the transfer of control to the customer. Overages give rise to variable consideration that is allocated to the distinct periods to which the overage relates. Transactions that Involve Third Parties For transactions that involve third parties, the Company evaluates which party in the arrangement obtains control of the Company’s services (and is therefore the Company’s customer), which impacts whether the Company reports as revenue the gross amounts paid by the advertiser through the Demand-Side Platform or the net amount paid by the Company’s Demand-Side Platform partners. For certain arrangements, advertisers (“customers”) may purchase the Company’s service offering through a Demand-Side Platform that manages various ad campaign auctions and inventory on behalf of the advertisers. Customers elect to use the Company’s service of evaluating the quality of advertising inventory up for bid on an advertising exchange. The ability to provide these services to customers requires that the Company enter into product integration agreements with Demand-Side Platforms who in turn make the Company’s services available to advertisers. In these arrangements, the customer pays a fee to the Company (collected by the Demand-Side Platform) for the successful execution of the purchase of advertising inventory on an exchange. In these transactions, the Company transfers control of the Company’s services directly to the advertiser (who is the Company’s customer) and therefore revenue is recognized for the gross amount paid by the advertiser for the Company’s services. Specifically, the Company transfers control of the data that is influencing the purchasing decisions directly to the customer and the Company is primarily responsible for providing these services to the customer. That is, control of these services (or a right to these services) does not transfer to the Demand-Side Platform before they are transferred to the Company’s customers. Further, the Company has latitude in establishing the sales price with those customers as there is a fixed retail rate card that is included in the product integration agreements with the Demand-Side Platforms or are governed by contracts in place with the customers. Accordingly, the Company records revenue for the gross amounts paid by advertisers for these services and records the amounts retained by the Demand-Side Platforms as a cost of revenue. Contract assets relate to the Company’s conditional right to consideration for completed performance under the contract (e.g., unbilled receivables) and are included in Trade receivables, net of allowance for doubtful accounts. Costs to Fulfill or Obtain a Contract The Company recognizes direct fulfillment costs as an expense when incurred. These costs include commission programs to compensate employees for generating sales orders under the Company’s master services agreements or integration agreements, and are included in Sales, marketing, and customer support. The Company has not incurred incremental costs to obtain contracts during the periods ended December 31, 2020, 2019 and 2018, respectively. | |
Operating Expenses | Operating Expenses Cost of revenue includes platform hosting fees, data center costs, software and other technology expenses and other costs directly associated with data infrastructure. Cost of revenue also includes personnel costs including salaries, bonuses, stock-based compensation, employee benefit costs, commissions related to revenue share arrangements with Demand-Side Platforms, and allocated overhead expenses for personnel who provide the Company’s customers with support in implementing and using the Company’s software platform. Cost of revenues excludes depreciation and amortization. Product development expenses consist primarily of personnel costs, including salaries, bonuses, stock-based compensation, employee benefits costs, and allocated overhead expenses inclusive of engineering, product and technical operation expenses, third-party consultant costs associated with the ongoing research, development and maintenance of the Company’s software platform. Technology and development costs are expensed as incurred, except to the extent that such costs are associated with software development that qualifies for capitalization, which are then recorded as capitalized software and included in Property, plant and equipment, net on the Company’s Consolidated Balance Sheets. Sales, marketing and customer support expenses consist primarily of personnel costs, including salaries, bonuses, stock-based compensation, employee benefits costs, commission costs, and allocated overhead expenses for the Company’s sales, marketing and customer support personnel. Sales, marketing, and customer support expense also include costs for market development programs, advertising costs, attendance at events and trade shows, promotional and other marketing activities. Advertising costs include expenses associated with direct marketing but exclude the costs of attendance at events and trade shows. Advertising costs were less than $0.1 million, $0.1 million, and nil for the years ended December 31, 2020, 2019 and 2018, respectively. Commissions costs are expensed as incurred. General and administrative expenses consist primarily of personnel costs, including salaries, bonuses, stock-based compensation, employee benefits costs and other overhead expenses associated with the Company’s executive, finance, legal, human resources, compliance, and other administrative personnel, as well as accounting, tax, and legal professional services fees, rent, bad debt expense and other overhead expense related to human resource and finance activities, as well as other corporate costs including offering costs. For the year ended December 31, 2020, the Company recorded $0.9 million in recoveries from business interruption insurance classified in General and administrative in the Consolidated Statement of Operations and Comprehensive Income. The insurance recovery related to investigating and remediating certain information technology and cybersecurity matters that occurred in the year. There were no recoveries from business interruption insurance for the years ended December 31, 2019 and 2018, respectively. | |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. The Company maintains cash deposits with financial institutions that, from time to time, exceed applicable insurance limits. The Company reduces this risk by maintaining such deposits with high quality financial institutions that management believes are creditworthy. Cash and cash equivalents are maintained with several financial institutions domestically and internationally. The combined account balances held on deposit at each institution typically exceed Federal Deposit Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company monitors this credit risk and makes adjustments to the concentrations as necessary. As of December 31, 2020 and 2019, the Company had deposits of $29.0 million and $7.5 million, respectively, which exceeded the FDIC insurance coverage amounts. With respect to accounts receivable, credit risk is mitigated by the Company’s ongoing credit evaluation of its customers’ financial condition. No single customer accounted for more than 10 percent of trade receivables for the years ended December 31, 2020 and 2019. With respect to revenues, no single customer accounted for more than 10% of revenues for the years ended December 31, 2020, 2019 and 2018. | |
Other (Income) Expense, Net | Other (Income) Expense, Net Other (income) expense, net primarily consists of interest income, change in fair value associated with contingent considerations, loss on extinguishment of debt, and the impact of foreign currency transaction gains and losses associated with monetary assets and liabilities. | |
Income Taxes | Income Taxes Income taxes are accounted for using the asset and liability method. Deferred income taxes are provided for temporary differences in recognizing certain income, expense and credit items for financial reporting purposes and tax reporting purposes. Such deferred income taxes primarily relate to the difference between the tax bases of assets and liabilities and their financial reporting amounts. Deferred tax assets and liabilities are measured by applying enacted statutory tax rates applicable to the future years in which deferred tax assets or liabilities are expected to be settled or realized. Excess tax benefits and tax deficiencies are recognized in the income tax provision in the period in which they occur. The Company records a valuation allowance when it determines, based on available positive and negative evidence, that it is more-likely-than-not that some portion or all of its deferred tax assets will not be realized. The Company determines the realizability of its deferred tax assets primarily based on the reversal of existing taxable temporary differences and projections of future taxable income (exclusive of reversing temporary differences and carryforwards). In evaluating such projections, the Company considers its history of profitability, the competitive environment, and general economic conditions. In addition, the Company considers the time frame over which it would take to utilize the deferred tax assets prior to their expiration. For certain tax positions, the Company uses a more-likely-than-not threshold based on the technical merits of the tax position taken. Tax positions that meet the more-likely-than-not recognition threshold are measured at the largest amount of tax benefits determined on a cumulative probability basis, which are more-likely-than-not to be realized upon ultimate settlement in the financial statements. The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. On December 22, 2017, U.S. tax reform legislation known as the Tax Cuts and Jobs Act (the “TCJA”) was signed into law. As of December 31, 2018, the Company’s accounting for the TCJA has been completed. The Company has determined the effects of certain provisions, including but not limited to: a reduction in the corporate tax rate from 35% to 21%, a limitation of the deductibility of certain officers’ compensation, a limitation on the current deductibility of net interest expense in excess of 30% of adjusted taxable income, a limitation of net operating losses generated after 2018 to 80% of taxable income, an incremental tax (base erosion anti-abuse or “BEAT”) on excessive amounts paid to foreign related parties, and a minimum tax on certain foreign earnings in excess of 10% of the foreign subsidiaries tangible assets (global intangible low- taxed income or “GILTI”). As part of its GILTI review, the Company has determined that it will account for GILTI income as it is generated (i.e., treat it as a period expense). In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (SEC Update) The COVID-19 pandemic has a global reach, and many countries are introducing measures that provide relief to taxpayers in a variety of ways. In March 2020, the U.S. government enacted tax legislation containing provisions to support businesses during the COVID-19 pandemic (the “CARES Act”), including deferment of the employer portion of certain payroll taxes, refundable payroll tax credits, and technical amendments to tax depreciation methods for qualified improvement property. The CARES Act did not have a material impact on the Company’s income tax provision for the year ended December 31, 2020. | |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based compensation awards issued to its employees and members of its Board of Directors (the “Board”) in accordance with ASC 718, Compensation — Stock Compensation Stock-based compensation is measured at grant date based on the estimated fair value of the award and is expensed on a straight-line basis over the requisite service period net of an estimated forfeiture rate. The Company uses historical data to estimate forfeitures. The Company’s stock-based compensation awards relate to restricted stock units and stock options. The fair value of restricted stock unit awards is determined on the grant date based on the grant date stock price or a Monte Carlo Simulation model in instances where a market condition exists. For share-based awards that vest subject to the satisfaction of a market condition, the fair value measurement date for stock-based compensation is the date of the grant and the expense is recognized using the accelerated attribution method over the derived service period or upon achievement of the market condition. The fair value of stock option awards is determined on the grant date using the Black-Scholes Merton option pricing model. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility, the expected option term and the fair market value of the Company’s common stock. Since there is no public market for the Company’s common stock, the Company bases its estimates of expected volatility on the median historical volatility of a group of publicly traded companies it believes are comparable to the Company, and uses the average of i) the weighted average vesting period and ii) the contractual life of the option, calculated using the “simplified method”. The simplified method allows for estimating the expected life based on an average of the option vesting term and option life, provided that all options meet certain criteria of “plain vanilla” options. The risk-free interest rate is based on the yield from U.S. treasury bonds as of the expected term. Additionally, the Company has assumed that dividends will not be paid. Certain grants of stock options to executives contain certain vesting conditions, whereby, subject to the option holders continued employment with the Company, the award will vest upon the date the Company’s majority owner has received cumulative cash proceeds in respect of its investment in the Company equal to two times its aggregate cash investment in the Company. This is a market condition, but the requirement that the award vest on the basis of sufficient proceeds distributed to the Company’s majority owner represents a performance condition. During the years ended December 31, 2020, 2019 and 2018, the outcome of that performance condition is not considered probable, and therefore the Company did not recognize any expense associated with these stock options. A certain grant of restricted stock units to an executive contains certain vesting conditions, whereby, subject to the award holders continued employment with the Company, the award will vest upon the date the Company’s achieves a certain fair market value for its common stock share price. The estimated fair value of the award was determined using a Monte Carlo Simulation model in accordance with ASC 718. During the year ended December 31, 2020, the market condition was satisfied; therefore, the Company recognized stock-based compensation expense of $0.7 million associated with these restricted stock units in General and administrative expense in the Consolidated Statements of Operations and Comprehensive Income. | |
Earnings Per Share | Earnings Per Share Basic and diluted earnings per share (“EPS”) are determined in accordance with ASC 260, Earnings per Share | |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an emerging growth company, as defined in the JOBS Act. Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with certain new or revised accounting standards. As a result, the Company’s financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. These exemptions will apply until the Company no longer meets the requirement of being an emerging growth company. The Company will remain an emerging growth company until the earlier of (a) the last day of the fiscal year (i) following the fifth anniversary of the completion of this offering, (ii) in which the Company has total annual gross revenue of at least $1.07 billion or (iii) in which the Company is deemed to be a large accelerated filer, which means the market value of the Company’s common stock that is held by non-affiliates exceeds $700.0 million as of the last business day of the Company’s prior second fiscal quarter, and (b) the date on which the Company has issued more than $1.07 billion in non-convertible debt during the prior three-year period. | |
Offering Costs | Offering Costs Offering costs consist of expenses incurred during the Company’s preparation of its proposed initial public offering (“IPO”). These expenses include registration fees, filing fees, specific legal and accounting fees which are directly related to the Company’s efforts to raise capital through an IPO. The Company expenses offering costs as they are incurred. For the year ended December 31, 2020, offering costs were $3.6 million and recorded in General and administrative in the Consolidated Statement of Operations and Comprehensive Income. | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with certain new or revised accounting standards. Financial Instruments - Credit Losses In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which is intended to provide more decision-useful information about expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. ASU 2016-13 revises the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses on financial instruments, including, but not limited to accounts receivable. This guidance is effective for annual reporting periods beginning after December 15, 2022 for non-public entities, including interim periods within that reporting period. Early adoption is permitted and the update allows for a modified retrospective method of adoption. The Company is currently in the process of evaluating the impact of this standard on the Company’s Condensed Consolidated Financial Statements. Cloud Computing In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The Company intends to adopt amendment ASU No. 2018-15 on December 31, 2021 using a prospective approach. The Company is currently in the process of evaluating the impact of this standard and its adoption is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. Leases In February 2016, the FASB issued ASU No. 2016-02, Leases Topic 842 Codification Improvements to Topic 842, Leases correct and consolidate various areas previously discussed in ASU 2016-02. FASB also issued ASU No. 2018- 11, Leases: Targeted Improvements Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) (“ASU 2019-12”) | Recently Issued Accounting Pronouncements Financial Instruments — Credit Losses In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments Cloud Computing In August 2018, the FASB issued ASU No. 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract Leases In February 2016, the FASB issued ASU No. 2016-02, Leases Topic 842 Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) (“ASU 2019-12”) Reference Rate Reform In March 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-04, “ Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies | |
Schedule of estimated useful lives of assets | Computer equipment 3 years Office furniture and equipment 4 Leasehold improvements 4 |
schedule of finite-lived intangible assets estimated useful lives | Technology 4 Customer relationships 5 Trademarks 5 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Revenue | ||
Schedule of disaggregated revenue | Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2021 2020 2021 2020 Advertiser - direct $ 34,057 $ 27,582 $ 93,260 $ 73,476 Advertiser - programmatic 41,902 28,044 113,694 76,023 Supply-side customer 7,139 5,411 20,254 15,777 Total revenue $ 83,098 $ 61,037 $ 227,208 $ 165,276 | For the Years Ended December 31, (in thousands) 2020 2019 2018 Advertisers — direct $ 106,422 $ 84,423 $ 60,122 Advertisers — programmatic 116,115 83,475 36,866 Supply‑side customer 21,380 14,765 7,316 Total Revenue $ 243,917 $ 182,663 $ 104,304 |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Business Combinations | ||
Schedule of components of purchase price under business acquisition | (in thousands) Acquisition Date Assets: Cash and cash equivalents $ 1,007 Trade receivables 948 Other assets 96 Property, plant and equipment 27 Intangible assets: Technology 2,245 Customer relationships 7,208 Trademarks 47 Non-compete agreements 71 Total intangible assets 9,571 Goodwill 17,057 Total assets acquired $ 28,706 Liabilities: Trade payables $ 145 Other current liabilities 345 Deferred tax liability 2,886 Total liabilities assumed 3,376 Total purchase consideration $ 25,330 Cash acquired (1,007) Net cash purchase price 24,323 | |
Ad Juster, Inc | ||
Business Combinations | ||
Schedule of components of purchase price under business acquisition | (in thousands) Assets Cash and cash equivalents $ 2,484 Trade receivables 788 Prepaid expenses and other current assets 163 Property, plant and equipment 151 Intangible assets Technology 4,750 Trademarks 490 Customer Relationships 1,470 Total Intangible Assets 6,710 Goodwill 28,940 Total assets acquired $ 39,236 Liabilities Deferred tax liabilities $ 957 Trade payables 358 Accrued expenses 478 Other current liabilities 131 Total liabilities assumed 1,924 Total purchase consideration $ 37,312 | |
Zentrick NV | ||
Business Combinations | ||
Schedule of components of purchase price under business acquisition | (in thousands) Cash $ 23,417 Fair value of contingent consideration — technical milestones 2,319 Fair value of contingent consideration — revenue targets 2,370 Fair value of deferred payment 100 Total $ 28,206 (in thousands) Assets Cash and cash equivalents $ 724 Trade receivables 454 Other assets 164 Intangible assets Technology 4,700 Customer Relationships 150 Total Intangible Assets 4,850 Goodwill 24,241 Total assets acquired $ 30,433 Liabilities Deferred tax liabilities $ 1,431 Trade payables 117 Other current liabilities 679 Total liabilities assumed 2,227 Total purchase consideration $ 28,206 | |
Leiki Oy | ||
Business Combinations | ||
Schedule of components of purchase price under business acquisition | (in thousands) Cash $ 13,865 Fair value of deferred payments 3,932 Total $ 17,797 (in thousands) Assets Cash and cash equivalents $ 2,240 Trade receivables 595 Property, plant and equipment 6 Intangible assets Technology 3,000 Customer Relationships 100 Total Intangible Assets 3,100 Goodwill 13,909 Total assets acquired $ 19,850 Liabilities Deferred tax liabilities $ 912 Trade payables 607 Accrued expenses 534 Total liabilities assumed 2,053 Total purchase consideration $ 17,797 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets | ||
summary of changes to the goodwill carrying value | Goodwill as of December 31, 2018 $ 174,204 Business combinations (Zentrick and Ad‑Juster) 53,181 Foreign exchange impact (36) Goodwill as of December 31, 2019 $ 227,349 | |
Schedule of intangible assets and related accumulated amortization | September 30, 2021 December 31, 2020 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying (in thousands) Amount Amortization Amount Amount Amortization Amount Trademarks and brands 11,736 (3,200) 8,536 11,690 (2,562) 9,128 Customer relationships 109,301 (34,194) 75,107 102,220 (27,720) 74,500 Developed technology 65,599 (31,604) 33,995 63,210 (25,128) 38,082 Non-compete agreements 69 (2) 67 — — — Total intangible assets $ 186,705 $ (69,000) $ 117,705 $ 177,120 $ (55,410) $ 121,710 | As of December 31, 2020 As of December 31, 2019 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying (in thousands) Amount Amortization Amount Amount Amortization Amount Trademarks and brands 11,690 (2,562) 9,128 11,690 (1,718) 9,972 Customer relationships 102,220 (27,720) 74,500 102,220 (19,148) 83,072 Developed Technology 63,210 (25,128) 38,082 63,184 (16,607) 46,577 Total intangible assets $ 177,120 $ (55,410) $ 121,710 $ 177,094 $ (37,473) $ 139,621 (In years) Trademarks and brands 11 Customer relationships 9 Developed Technology 5 |
Schedule of Estimated future expected amortization expense of intangible assets | (in thousands) 2021 $ 4,755 2022 19,001 2023 18,929 2024 17,303 2025 15,146 2026 10,283 Thereafter 32,288 Total $ 117,705 | (in thousands) 2021 $ 17,860 2022 17,860 2023 17,825 2024 16,205 Thereafter 51,960 Total $ 121,710 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment | ||
Schedule of Property, Plant and Equipment | As of (in thousands) September 30, 2021 December 31, 2020 Computers and peripheral equipment $ 16,738 $ 14,577 Office furniture and equipment 1,104 1,124 Leasehold improvements 9,315 9,267 Capitalized software development costs 13,236 8,382 Less accumulated depreciation and amortization (23,700) (15,243) Total property, plant and equipment, net $ 16,693 $ 18,107 | As of December 31, December 31, (in thousands) 2020 2019 Computers and peripheral equipment $ 14,577 $ 12,666 Office furniture and equipment 1,124 387 Leasehold improvements 9,267 5,736 Capitalized software development costs 8,382 3,144 Less accumulated depreciation and amortization (15,243) (8,495) Total property, plant and equipment, net $ 18,107 $ 13,438 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Fair Value Measurement | ||
Schedule of financial instruments measured at fair value on recurring basis | As of September 30, 2021 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 11,725 — — 11,725 Liabilities: Contingent consideration current — — 1,717 1,717 Contingent consideration non-current — — — — Total contingent consideration $ — $ — $ 1,717 $ 1,717 As of December 31, 2020 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Tota1 Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 2,474 $ — $ — $ 2,474 Liabilities: Contingent consideration current — — 1,198 1,198 Contingent consideration non-current — — 462 462 Total contingent consideration $ — $ — $ 1,660 $ 1,660 | As of December 31, 2020 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents: $ 2,474 $ — $ — $ 2,474 Liabilities: Contingent consideration current — — 1,198 1,198 Contingent consideration non‑current — — 462 462 Contingent consideration $ — $ — $ 1,660 $ 1,660 As of December 31, 2019 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents: $ 2,473 $ — $ — $ 2,473 Liabilities: Contingent consideration current — — 2,014 2,014 Contingent consideration non‑current — — 1,196 1,196 Contingent consideration $ — $ — $ 3,210 $ 3,210 |
Schedule of fair value measurements of the contingent consideration categorized with Level 3 | (in thousands) Balance at January 1, 2021 $ 1,660 Fair value adjustments 57 Payments during the year — Balance at September 30, 2021 $ 1,717 | Balance at January 1, 2019 $ — Fair value at date of acquisition 4,689 Fair value adjustments (1,079) Payments during the year (601) Accretion expense 201 Balance at December 31, 2019 $ 3,210 Fair value adjustments (949) Payments during the year (601) Balance at December 31, 2020 $ 1,660 |
Income Tax (Tables)
Income Tax (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax | |
Components of income (loss) before income tax (benefit) provision | Year ended December 31, 2020 2019 2018 Domestic $ 10,017 $ 28,690 $ 2,454 Foreign 7,292 6,670 (474) Income before income taxes $ 17,309 $ 35,360 $ 1,980 |
Schedule of income tax provision (benefit) | Year ended December 31, (in thousands) 2020 2019 2018 Current Federal $ 176 $ 3,524 $ — State 636 4,776 594 Foreign 1,181 1,756 371 Total current tax provision $ 1,993 $ 10,056 $ 965 Deferred Federal $ (3,608) $ 1,830 $ (1,134) State (1,542) 151 (916) Foreign 13 16 (112) Total deferred tax provision (benefit) $ (5,137) $ 1,997 $ (2,162) Income tax provision (benefit) $ (3,144) $ 12,053 $ (1,197) |
Schedule of reconciliation of the statutory U.S. income tax rate to the effective income tax rate | Year ended December 31, 2020 2019 2018 Statutory federal tax rate 21.0 % 21.0 % 21.0 % State taxes (7.5) % 11.1 % (45.5) % Tax credits (7.3) % (2.2) % — % Foreign taxes (1.8) % 0.7 % 12.8 % Non‑deductible items and other (2.4) % 1.1 % 16.3 % Change in valuation allowance 2.3 % — % 4.4 % Change in statutory rates — % — % (83.1) % Changes in tax reserves 8.6 % 0.4 % 15.3 % Provision to return adjustment (13.5) % — % (1.6) % Global Intangible Low Tax Income 1.1 % 1.9 % — % Non‑cash compensation (18.7) % 0.1 % — % Effective tax rate (18.2) % 34.1 % (60.4) % |
Components of deferred tax assets and liabilities | As of December 31, (in thousands) 2020 2019 Deferred tax assets: Allowance for doubtful accounts $ 1,819 $ 1,366 Accrued expenses and other 5,307 4,026 Net operating losses 1,298 1,978 Gross deferred tax assets 8,424 7,370 Valuation allowance (484) (88) Net deferred tax assets $ 7,940 $ 7,282 Deferred tax liabilities: Purchased intangibles $ (35,561) $ (41,180) Depreciation and amortization (3,715) (2,574) Total deferred tax liabilities (39,276) (43,754) Net deferred tax liabilitiy $ (31,336) $ (36,472) |
Schedule of unrecognized tax benefits | For the Years Ended December 31, (in thousands) 2020 2019 Beginning balance $ 595 $ 383 Increase related to tax positions of prior years — — Increase related to tax positions of the current year 1,496 212 Decrease related to tax positions of prior years (212) — Decrease due to lapse in statutes of limitations — — Ending balance $ 1,879 $ 595 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Earnings Per Share | ||
Schedule of computations of the basic and diluted EPS | Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Numerator: Net Income (basic and diluted) $ 7,924 $ 5,805 $ 1,000 $ 12,323 Denominator: Weighted-average common shares outstanding 158,045 139,841 144,305 139,779 Dilutive effect of share-based awards 9,000 6,713 9,242 7,064 Weighted-average dilutive shares outstanding 167,045 146,554 153,547 146,843 Basic earnings per share $ 0.05 $ 0.04 $ 0.01 $ 0.09 Diluted earnings per share $ 0.05 $ 0.04 $ 0.01 $ 0.08 | For the Years Ended December 31, 2020 2019 2018 Numerator: Net Income (basic and diluted) $ 20,453 $ 23,307 $ 3,177 Denominator: Weighted‑average common shares outstanding 138,072 139,650 139,588 Dilutive effect of stock based awards 7,372 3,396 — Weighted‑average dilutive shares outstanding 145,443 143,046 139,588 Basic earnings per share $ 0.15 $ 0.17 $ 0.02 Diluted earnings per share $ 0.14 $ 0.16 $ 0.02 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Stock-Based Compensation | ||
Schedule of stock option activity | Stock Option Weighted Average Remaining Number of Weighted Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of December 31, 2020 14,713 $ 4.47 7.79 $ 181,914 Options granted 1,707 30.95 — — Options exercised (1,710) 3.28 — — Options forfeited (271) 7.15 — — Outstanding as of September 30, 2021 14,439 $ 7.70 7.41 $ 383,974 Options expected to vest as of September 30, 2021 4,136 $ 16.20 8.90 $ 75,637 Options exercisable as of September 30, 2021 6,404 $ 3.68 6.70 $ 195,205 | Stock Option Weighted Average Weighted Remaining Number of Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of January 1, 2018 15,180 $ 2.11 9.85 $ — Options granted 3,995 2.33 — — Options exercised 2 2.00 — — Options forfeited 631 2.67 — — Outstanding as of December 31, 2018 18,542 2.14 8.93 5,277 Options granted 1,563 5.04 — — Options exercised 65 2.43 — — Options forfeited 384 2.90 — — Outstanding as of December 31, 2019 19,656 2.35 8.04 $ 86,024 Options granted 4,293 $ 9.19 — — Options exercised 254 $ 2.89 — — Options forfeited 8,982 $ 2.13 — — Outstanding as of December 31, 2020 14,713 4.47 7.79 $ 181,914 Options expected to vest as of December 31, 2020 5,269 $ 7.17 — 50,983 Options exercisable as of December 31, 2020 5,480 $ 2.52 — 78,389 |
Schedule of Black-Scholes-Merton option-pricing model | 2021 Risk - free interest rate (percentage) 0.6. - 1.1 Expected term (years) 5.9 - 6.1 Expected dividend yield (percentage) — Expected volatility (percentage) 42.1 - 43.6 | 2020 2019 2018 Risk‑free interest rate (percentage) 0.3 ‑ 1.6 1.6 ‑ 2.6 2.3 ‑ 3.1 Expected term (years) 5.3 ‑ 6.3 5.6 ‑ 6.1 5.9 ‑ 6.3 Expected dividend yield (percentage) — — — Expected volatility (percentage) 39.9 ‑ 44.1 35.4 ‑ 40.9 34.5 ‑ 35.4 |
Schedule of restricted stock activity | Restricted Stock Number of Weighted Average Shares Grant Date Fair Value Outstanding as of December 31, 2020 1,261 $ 7.74 Granted 1,720 30.88 Vested (322) 8.97 Forfeited (4) 35.54 Outstanding as of September 30, 2021 2,655 $ 22.54 Expected to vest as of September 30, 2021 2,330 | Restricted Stock Weighted Average Grant Number of Date Fair Shares Value Outstanding as of December 31, 2019 37 $ 3.72 Granted 1,510 Vested 185 Forfeited 101 Outstanding as of December 31, 2020 1,261 $ 7.74 Expected to vest as of December 31, 2020 1,149 |
Schedule of stock-based compensation expense | Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2021 2020 2021 2020 Product development $ 1,239 $ 212 $ 1,953 $ 465 Sales, marketing and customer support 1,423 305 3,743 869 General and administrative 2,186 1,102 6,404 2,227 Total stock-based compensation $ 4,848 $ 1,619 $ 12,100 $ 3,561 | December 31, 2020 2019 2018 Cost of Revenue $ — $ 8 $ 6 Product Development 673 305 219 Sales, Marketing and Customer Support 6,151 450 287 General and administrative 13,703 917 930 Total Stock ‑ Based Compensation $ 20,527 $ 1,680 $ 1,442 Non‑cash stock‑based compensation expense $ 5,984 $ 1,680 $ 1,442 Cash‑based compensation expense(a) 14,543 — — Total Stock ‑ Based Compensation $ 20,527 $ 1,680 $ 1,442 (a) Includes incremental cash-based compensation paid in connection with repurchased and cancelled stock options of 956 that contain both market-based and performance-based vesting conditions. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies | ||
Schedule of accrued expenses | As of (in thousands) September 30, 2021 December 31, 2020 Vendor payments $ 5,254 $ 3,896 Employee commissions and bonuses 8,372 11,344 Payroll and other employee related expense 8,810 6,957 401k and pension expense 1,459 1,358 Other taxes 1,232 1,864 Total accrued expense $ 25,127 $ 25,419 | As of December 31, December 31, (in thousands) 2020 2019 Vendor payments $ 3,896 $ 2,918 Employee commissions and bonuses 11,344 9,000 Payroll and other employee related expense 6,957 2,789 401k and pension expense 1,358 851 Other taxes 1,864 820 Total accrued expense $ 25,419 $ 16,378 |
Schedule of future minimum lease obligations | Year Ending (in thousands) December 31, 2021(for remaining three months) $ 1,550 2022 5,347 2023 4,880 2024 1,015 2025 981 2026 368 Thereafter 76 $ 14,217 | Year Ending (in thousands) December 31, 2021 $ 5,458 2022 4,004 2023 3,461 2024 242 $ 13,165 |
Schedule of future minimum lease payments under agreement (including interest) | Year Ending (in thousands) December 31, 2021 (for remaining three months) $ 674 2022 2,144 2023 1,937 2024 598 2025 170 Total 5,523 Less: Amount representing interest (277) Present Value of net minimum capital lease payments $ 5,246 Capital leases short term $ 2,140 Capital leases long term 3,106 Total $ 5,246 | Year Ending (in thousands) December 31, 2021 $ 1,613 2022 1,615 2023 1,409 2024 510 2025 170 Total 5,317 Less: Amount representing interest (355) Present Value of net minimum capital lease payments $ 4,962 Capital leases short term $ 1,515 Capital leases long term 3,447 Total $ 4,962 |
Description of Business (Detail
Description of Business (Details) - segment | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Aug. 18, 2017 | |
Business Combinations | |||
Number of reportable segments | 1 | 1 | |
DoubleVerify Inc. | |||
Business Combinations | |||
Ownership percentage acquired | 100.00% |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies (Details) $ / shares in Units, $ in Millions | Mar. 29, 2021$ / shares | Dec. 31, 2020USD ($)$ / shares | Sep. 30, 2021$ / shares | Dec. 31, 2019$ / shares |
Basis of Presentation and Summary of Significant Accounting Policies | ||||
Stock split, conversion ratio | 0.333 | |||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, par value | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |
Annual gross revenue | $ 1,070 | |||
Market value | 700 | |||
Amount of non convertible deb | $ 1,070 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Segment reporting (Details) - segment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies | ||
Number of operating segment | 1 | 1 |
Number of reportable segments | 1 | 1 |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies - Foreign currency (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Foreign Currency Translation [Line Items] | |||
Aggregate transaction gain (loss) | $ (0.5) | $ (0.5) | |
Maximum | |||
Foreign Currency Translation [Line Items] | |||
Aggregate transaction gain (loss) | $ 0.1 |
Basis of Presentation and Sum_7
Basis of Presentation and Summary of Significant Accounting Policies - Prepaid expenses and other current assets (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 0.4 | |
Prepaid income taxes | $ 10.4 | $ 0.9 |
Maximum | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 0.1 |
Basis of Presentation and Sum_8
Basis of Presentation and Summary of Significant Accounting Policies - Property, plant and equipment, net (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Computers and Peripheral Equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Office furniture and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 4 years |
Office furniture and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 7 years |
Leasehold Improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 4 years |
Leasehold Improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 6 years |
Basis of Presentation and Sum_9
Basis of Presentation and Summary of Significant Accounting Policies - Capitalized software (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||||||
Amortization expense | $ 4.6 | $ 4.4 | $ 13.5 | $ 13.4 | $ 17.9 | $ 17.1 | $ 15.6 |
Capitalized internal-use software | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Estimated useful life | 3 years | ||||||
Capitalized assets | $ 5.2 | 3.1 | |||||
Amortization expense | $ 1.4 | $ 0.4 |
Basis of Presentation and Su_10
Basis of Presentation and Summary of Significant Accounting Policies - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Basis of Presentation and Summary of Significant Accounting Policies | |||
Impairment of goodwill | $ 0 | $ 0 | $ 0 |
Basis of Presentation and Su_11
Basis of Presentation and Summary of Significant Accounting Policies - Intangible assets, net (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Technology | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 4 years |
Technology | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 8 years |
Customer relationships | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 5 years |
Customer relationships | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 12 years |
Trademarks | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 5 years |
Trademarks | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 15 years |
Basis of Presentation and Su_12
Basis of Presentation and Summary of Significant Accounting Policies - Impairment of long-lived assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Basis of Presentation and Summary of Significant Accounting Policies | |||
Impairment of long-lived assets | $ 0 | $ 0 | $ 0 |
Basis of Presentation and Su_13
Basis of Presentation and Summary of Significant Accounting Policies - Debt issuance costs (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Debt issuance costs | $ 1.4 | $ 0.9 |
New revolving credit facility | ||
Debt Instrument [Line Items] | ||
Debt issuance costs | $ 0.9 |
Basis of Presentation and Su_14
Basis of Presentation and Summary of Significant Accounting Policies - Operating expenses (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Expenses [Line Items] | |||
Advertising costs | $ 0.1 | $ 0 | |
Recoveries from business interruption insurance | $ 0.9 | $ 0 | $ 0 |
Maximum | |||
Operating Expenses [Line Items] | |||
Advertising costs | $ 0.1 |
Basis of Presentation and Su_15
Basis of Presentation and Summary of Significant Accounting Policies - Concentrations of credit risk (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Basis of Presentation and Summary of Significant Accounting Policies | ||
Deposits | $ 29 | $ 7.5 |
Basis of Presentation and Su_16
Basis of Presentation and Summary of Significant Accounting Policies - Income taxes (Details) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Basis of Presentation and Summary of Significant Accounting Policies | ||||
Corporate tax rate | 21.00% | 21.00% | 21.00% | 35.00% |
Basis of Presentation and Su_17
Basis of Presentation and Summary of Significant Accounting Policies - Stock-based compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ 4,848 | $ 1,619 | $ 12,100 | $ 3,561 | $ 20,527 | $ 1,680 | $ 1,442 |
General and administrative | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ 2,186 | $ 1,102 | $ 6,404 | $ 2,227 | 20,527 | 1,680 | 1,442 |
Restricted Stock Units (RSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ 100 | $ 100 | |||||
Restricted Stock Units (RSUs) | General and administrative | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock-based compensation expense | $ 700 |
Basis of Presentation and Su_18
Basis of Presentation and Summary of Significant Accounting Policies - Offering costs (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($) | |
General and administrative | |
Subsidiary, Sale of Stock [Line Items] | |
Offering costs | $ 3.6 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of revenue | |||||||
Total revenue | $ 83,098 | $ 61,037 | $ 227,208 | $ 165,276 | $ 243,917 | $ 182,663 | $ 104,304 |
Unbilled receivable | 36,100 | 36,100 | 44,900 | 25,100 | |||
Revenue concession | 4,600 | ||||||
Advertiser - direct | |||||||
Disaggregation of revenue | |||||||
Total revenue | 34,057 | 27,582 | 93,260 | 73,476 | 106,422 | 84,423 | 60,122 |
Advertiser - programmatic | |||||||
Disaggregation of revenue | |||||||
Total revenue | 41,902 | 28,044 | 113,694 | 76,023 | 116,115 | 83,475 | 36,866 |
Supply - side customer | |||||||
Disaggregation of revenue | |||||||
Total revenue | $ 7,139 | $ 5,411 | $ 20,254 | $ 15,777 | $ 21,380 | $ 14,765 | $ 7,316 |
Business Combinations - Ad Just
Business Combinations - Ad Juster, Inc acquisition - Narrative (Details) - USD ($) $ in Thousands | Oct. 29, 2019 | Feb. 29, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Combinations | |||||||||
Amortization of finite lived intangible asset | $ 4,600 | $ 4,400 | $ 13,500 | $ 13,400 | $ 17,900 | $ 17,100 | $ 15,600 | ||
Trademarks | Minimum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 5 years | ||||||||
Trademarks | Maximum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 15 years | ||||||||
Customer relationships | Minimum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 5 years | ||||||||
Customer relationships | Maximum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 12 years | ||||||||
Technology | Minimum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 4 years | ||||||||
Technology | Maximum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 8 years | ||||||||
Ad Juster, Inc | |||||||||
Business Combinations | |||||||||
Cash portion of acquisition payment | $ 35,500 | $ 200 | |||||||
Cash consideration to pay down vested stock options | 1,800 | ||||||||
Amortization of finite lived intangible asset | $ 900 | 200 | |||||||
Deferred tax liabilities | $ 957 | ||||||||
Acquisition cost | $ 1,000 | ||||||||
Ad Juster, Inc | Trademarks | |||||||||
Business Combinations | |||||||||
Estimated useful life | 5 years | ||||||||
Ad Juster, Inc | Customer relationships | |||||||||
Business Combinations | |||||||||
Estimated useful life | 10 years | ||||||||
Ad Juster, Inc | Technology | Minimum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 4 years | ||||||||
Ad Juster, Inc | Technology | Maximum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 8 years |
Business Combinations - Assets
Business Combinations - Assets acquired and liabilities assumed (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Oct. 29, 2019 | Feb. 15, 2019 | Dec. 31, 2018 | Dec. 27, 2018 |
Assets | |||||||
Goodwill | $ 244,672 | $ 227,349 | $ 227,349 | $ 174,204 | |||
Ad Juster, Inc | |||||||
Assets | |||||||
Cash and cash equivalents | $ 2,484 | ||||||
Trade receivables | 788 | ||||||
Prepaid expenses and other current assets | 163 | ||||||
Property, plant and equipment | 151 | ||||||
Total Intangible Assets | 6,710 | ||||||
Goodwill | 28,940 | ||||||
Total assets acquired | 39,236 | ||||||
Liabilities | |||||||
Deferred tax liabilities | 957 | ||||||
Trade payables | 358 | ||||||
Accrued expenses | 478 | ||||||
Other current liabilities | 131 | ||||||
Total liabilities assumed | 1,924 | ||||||
Total purchase consideration | 37,312 | ||||||
Ad Juster, Inc | Technology | |||||||
Assets | |||||||
Total Intangible Assets | 4,750 | ||||||
Ad Juster, Inc | Trademarks | |||||||
Assets | |||||||
Total Intangible Assets | 490 | ||||||
Ad Juster, Inc | Customer relationships | |||||||
Assets | |||||||
Total Intangible Assets | $ 1,470 | ||||||
Zentrick NV | |||||||
Assets | |||||||
Cash and cash equivalents | $ 724 | ||||||
Trade receivables | 454 | ||||||
Other assets | 164 | ||||||
Total Intangible Assets | 4,850 | ||||||
Goodwill | 24,241 | ||||||
Total assets acquired | 30,433 | ||||||
Liabilities | |||||||
Deferred tax liabilities | 1,431 | ||||||
Trade payables | 117 | ||||||
Other current liabilities | 679 | ||||||
Total liabilities assumed | 2,227 | ||||||
Total purchase consideration | 28,206 | ||||||
Zentrick NV | Technology | |||||||
Assets | |||||||
Total Intangible Assets | 4,700 | ||||||
Zentrick NV | Customer relationships | |||||||
Assets | |||||||
Total Intangible Assets | $ 150 | ||||||
Leiki Oy | |||||||
Assets | |||||||
Cash and cash equivalents | $ 2,240 | ||||||
Trade receivables | 595 | ||||||
Property, plant and equipment | 6 | ||||||
Total Intangible Assets | 3,100 | ||||||
Goodwill | 13,909 | ||||||
Total assets acquired | 19,850 | ||||||
Liabilities | |||||||
Deferred tax liabilities | 912 | ||||||
Trade payables | 607 | ||||||
Accrued expenses | 534 | ||||||
Total liabilities assumed | 2,053 | ||||||
Total purchase consideration | 17,797 | ||||||
Leiki Oy | Technology | |||||||
Assets | |||||||
Total Intangible Assets | 3,000 | ||||||
Leiki Oy | Customer relationships | |||||||
Assets | |||||||
Total Intangible Assets | $ 100 |
Business Combinations - Zentric
Business Combinations - Zentrick NV acquisition - Narrative (Details) | Feb. 15, 2019USD ($)Milestone | Apr. 30, 2019USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Business Combinations | |||||||||
Contingent consideration liability | $ 1,660,000 | ||||||||
Contingent considerations current | $ 1,717,000 | $ 1,717,000 | 1,198,000 | $ 2,014,000 | |||||
Contingent considerations non-current | 462,000 | 1,196,000 | |||||||
Unrealized gain | 57,000 | $ (949,000) | (949,000) | (1,079,000) | |||||
Product development | 16,359,000 | $ 13,087,000 | 45,658,000 | 34,324,000 | 47,004,000 | 31,598,000 | $ 24,224,000 | ||
Amortization of finite lived intangible asset | $ 4,600,000 | $ 4,400,000 | $ 13,500,000 | $ 13,400,000 | $ 17,900,000 | 17,100,000 | $ 15,600,000 | ||
Technology | Minimum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 4 years | ||||||||
Technology | Maximum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 8 years | ||||||||
Customer relationships | Minimum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 5 years | ||||||||
Customer relationships | Maximum | |||||||||
Business Combinations | |||||||||
Estimated useful life | 12 years | ||||||||
Zentrick NV | |||||||||
Business Combinations | |||||||||
Cash consideration net of closing adjustments | $ 23,200,000 | ||||||||
Closing adjustments | $ 200,000 | ||||||||
Consideration held back | 100,000 | ||||||||
Performance based deferred payment | $ 17,300,000 | ||||||||
Number of component | 2 | ||||||||
Performance based deferred payment, First component | $ 4,000,000 | ||||||||
Number of milestone | Milestone | 4 | ||||||||
Amour per milestone | $ 1,000,000 | ||||||||
Performance based deferred payment, Second component | 13,000,000 | ||||||||
Total consideration | $ 28,206,000 | ||||||||
Contingent consideration liability | $ 1,700,000 | ||||||||
Contingent considerations current | 1,200,000 | ||||||||
Contingent considerations non-current | 500,000 | ||||||||
Unrealized gain | 900,000 | 1,100,000 | |||||||
Number of technical milestone achievement | Milestone | 2 | ||||||||
Period of delay in achievement of technical milestone | 6 months | ||||||||
Compensation liability | 1,100,000 | ||||||||
Product development | 200,000 | 1,700,000 | |||||||
Amortization of finite lived intangible asset | 1,000,000 | 800,000 | |||||||
Deferred tax liabilities | $ 1,431,000 | ||||||||
Acquisition cost | $ 600,000 | ||||||||
Zentrick NV | Other Current Liabilities | |||||||||
Business Combinations | |||||||||
Compensation liability | 800,000 | ||||||||
Zentrick NV | Other Noncurrent Liabilities | |||||||||
Business Combinations | |||||||||
Compensation liability | $ 300,000 | ||||||||
Zentrick NV | Technology | |||||||||
Business Combinations | |||||||||
Estimated useful life | 5 years | ||||||||
Zentrick NV | Customer relationships | |||||||||
Business Combinations | |||||||||
Estimated useful life | 5 years | ||||||||
Zentrick NV | Tranche one | |||||||||
Business Combinations | |||||||||
Percentage of holdback payments | 50.00% | ||||||||
Holdback payments payable period | 12 months | ||||||||
Zentrick NV | Tranche two | |||||||||
Business Combinations | |||||||||
Percentage of holdback payments | 50.00% | ||||||||
Holdback payments payable period | 24 months | ||||||||
Zentrick NV | Technical milestones | |||||||||
Business Combinations | |||||||||
Total consideration | $ 2,400,000 | ||||||||
Compensation expenses | 1,600,000 | ||||||||
Zentrick NV | Revenue targets | |||||||||
Business Combinations | |||||||||
Total consideration | 5,600,000 | ||||||||
Compensation expenses | $ 7,400,000 |
Business Combinations - Purchas
Business Combinations - Purchase Consideration (Details) - USD ($) $ in Thousands | Feb. 15, 2019 | Dec. 27, 2018 |
Zentrick NV | ||
Business Combinations | ||
Cash portion of acquisition payment | $ 23,417 | |
Fair value of deferred payment | 100 | |
Total consideration | 28,206 | |
Zentrick NV | Technical milestones | ||
Business Combinations | ||
Fair value of contingent consideration | 2,319 | |
Total consideration | 2,400 | |
Zentrick NV | Revenue targets | ||
Business Combinations | ||
Fair value of contingent consideration | 2,370 | |
Total consideration | $ 5,600 | |
Leiki Oy | ||
Business Combinations | ||
Cash portion of acquisition payment | $ 13,865 | |
Fair value of deferred payment | 3,932 | |
Total consideration | $ 17,797 |
Business Combinations - Leiki O
Business Combinations - Leiki Oy - Narrative (Details) - USD ($) $ in Thousands | Dec. 27, 2018 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Combinations | ||||||||
Amortization of finite lived intangible asset | $ 4,600 | $ 4,400 | $ 13,500 | $ 13,400 | $ 17,900 | $ 17,100 | $ 15,600 | |
Technology | Minimum | ||||||||
Business Combinations | ||||||||
Estimated useful life | 4 years | |||||||
Technology | Maximum | ||||||||
Business Combinations | ||||||||
Estimated useful life | 8 years | |||||||
Customer relationships | Minimum | ||||||||
Business Combinations | ||||||||
Estimated useful life | 5 years | |||||||
Customer relationships | Maximum | ||||||||
Business Combinations | ||||||||
Estimated useful life | 12 years | |||||||
Leiki Oy | ||||||||
Business Combinations | ||||||||
Cash consideration net of closing adjustments | $ 13,100 | |||||||
Working capital adjustment period | 1 year | |||||||
Cash portion of acquisition payment | $ 13,865 | |||||||
Closing adjustments | 200 | |||||||
Consideration held back | 4,100 | |||||||
Cash consideration to pay down vested stock options | 600 | |||||||
Total consideration | 17,797 | |||||||
Deferred consideration paid | $ 2,000 | 2,000 | ||||||
Deferred consideration payable | 2,000 | 3,900 | ||||||
Amortization of finite lived intangible asset | $ 600 | $ 600 | 0 | |||||
Deferred tax liabilities | $ 912 | |||||||
Acquisition cost | $ 500 | |||||||
Leiki Oy | Technology | ||||||||
Business Combinations | ||||||||
Estimated useful life | 5 years | |||||||
Leiki Oy | Customer relationships | ||||||||
Business Combinations | ||||||||
Estimated useful life | 5 years | |||||||
Leiki Oy | Tranche one | ||||||||
Business Combinations | ||||||||
Percentage of holdback payments | 50.00% | |||||||
Holdback payments payable period | 12 months | |||||||
Leiki Oy | Tranche two | ||||||||
Business Combinations | ||||||||
Percentage of holdback payments | 50.00% | |||||||
Holdback payments payable period | 18 months |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Changes to the goodwill carrying value | |||
Goodwill as of December 31, 2018 | $ 227,349 | $ 227,349 | $ 174,204 |
Foreign exchange impact | (36) | ||
Goodwill as of December 31, 2019 | 244,672 | 227,349 | 227,349 |
Change in goodwill | $ 17,100 | $ 0 | |
Zentrick And Ad-Juster | |||
Changes to the goodwill carrying value | |||
Business combinations | $ 53,181 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of Company's intangible assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||||||
Gross Carrying Amount | $ 186,705 | $ 186,705 | $ 177,120 | $ 177,094 | |||
Accumulated Amortization | (69,000) | (69,000) | (55,410) | (37,473) | |||
Total | 117,705 | 117,705 | 121,710 | 139,621 | |||
Amortization expense | 4,600 | $ 4,400 | 13,500 | $ 13,400 | 17,900 | 17,100 | $ 15,600 |
Trademarks and brands | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Gross Carrying Amount | 11,736 | 11,736 | 11,690 | 11,690 | |||
Accumulated Amortization | (3,200) | (3,200) | (2,562) | (1,718) | |||
Total | 8,536 | 8,536 | 9,128 | 9,972 | |||
Customer relationships | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Gross Carrying Amount | 109,301 | 109,301 | 102,220 | 102,220 | |||
Accumulated Amortization | (34,194) | (34,194) | (27,720) | (19,148) | |||
Total | 75,107 | 75,107 | 74,500 | 83,072 | |||
Developed Technology | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Gross Carrying Amount | 65,599 | 65,599 | 63,210 | 63,184 | |||
Accumulated Amortization | (31,604) | (31,604) | (25,128) | (16,607) | |||
Total | $ 33,995 | $ 33,995 | $ 38,082 | $ 46,577 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Estimated future expected amortization expense (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2021 | $ 4,755 | ||
2021 | 19,001 | $ 17,860 | |
2022 | 18,929 | 17,860 | |
2023 | 17,303 | 17,825 | |
2024 | 15,146 | 16,205 | |
2026 | 10,283 | ||
Thereafter | 32,288 | 51,960 | |
Total | $ 117,705 | $ 121,710 | $ 139,621 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Weighted-average remaining useful life (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment of intangible assets | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Trademarks and brands | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Remaining useful life | 11 years | 11 years | |||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Remaining useful life | 8 years | 9 years | |||
Developed Technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Remaining useful life | 4 years | 5 years |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||||||
Less: Accumulated Depreciation and Amortization | $ (23,700) | $ (23,700) | $ (15,243) | $ (8,495) | |||
Total property, plant and equipment, net | 16,693 | 16,693 | 18,107 | 13,438 | |||
Depreciation expense | 2,900 | $ 1,600 | 8,500 | $ 4,700 | 6,700 | 4,700 | $ 3,000 |
Capital lease assets | 12,300 | 12,300 | 10,700 | 9,000 | |||
Capital lease assets, accumulated depreciation | 9,400 | 9,400 | 7,600 | 5,200 | |||
Computers and Peripheral Equipment | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment gross | 16,738 | 16,738 | 14,577 | 12,666 | |||
Office Furniture and Equipment | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment gross | 1,104 | 1,104 | 1,124 | 387 | |||
Leasehold Improvements | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment gross | 9,315 | 9,315 | 9,267 | 5,736 | |||
Capitalized software development costs | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment gross | $ 13,236 | $ 13,236 | $ 8,382 | $ 3,144 |
Fair Value Measurement - Fair v
Fair Value Measurement - Fair value on a recurring basis (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Assets: | |||
Cash equivalents: | $ 2,474 | ||
Liabilities: | |||
Contingent consideration current | $ 1,717 | 1,198 | $ 2,014 |
Contingent consideration non-current | 462 | 1,196 | |
Total contingent consideration | 1,660 | ||
Recurring | |||
Assets: | |||
Cash equivalents: | 11,725 | 2,474 | 2,473 |
Liabilities: | |||
Contingent consideration current | 1,717 | 1,198 | 2,014 |
Contingent consideration non-current | 462 | 1,196 | |
Total contingent consideration | 1,717 | 1,660 | 3,210 |
Recurring | Level 1 | |||
Assets: | |||
Cash equivalents: | 11,725 | 2,474 | 2,473 |
Recurring | Level 3 | |||
Liabilities: | |||
Contingent consideration current | 1,717 | 1,198 | 2,014 |
Contingent consideration non-current | 462 | 1,196 | |
Total contingent consideration | $ 1,717 | $ 1,660 | $ 3,210 |
Fair Value Measurement - Rollfo
Fair Value Measurement - Rollforward (Details) - Contingent Consideration - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at January 1, 2021 | $ 3,210 | |
Fair value at date of acquisition | $ 4,689 | |
Fair value adjustments | (949) | (1,079) |
Payments during the year | (601) | (601) |
Accretion expense | 201 | |
Balance at September 30, 2021 | $ 1,660 | $ 3,210 |
Fair Value Measurement - Narrat
Fair Value Measurement - Narrative (Details) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021Milestone | Dec. 31, 2020USD ($)Milestone | Dec. 31, 2019USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | $ 2,474 | ||
Number of technical milestones | Milestone | 4 | 4 | |
Discount rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value inputs | 13.5 | ||
Revenue Volatility | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value inputs | 29 | ||
Level 1 | Money market funds and time deposits | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | $ 2,500 | $ 2,500 | |
Business Combination, Contingent Consideration Liability [Member] | Discount rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value inputs | 12.7 | 14.8 | |
Business Combination, Contingent Consideration Liability [Member] | Revenue Volatility | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value inputs | 30 | 23 |
Long-term Debt (Details)
Long-term Debt (Details) $ in Thousands | Dec. 24, 2020USD ($) | Oct. 01, 2020USD ($) | Sep. 30, 2020USD ($) | Jul. 31, 2018USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2021 | Sep. 20, 2017USD ($) |
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | $ (350) | ||||||
Maximum total net leverage ratio | 3.5 | 3.5 | |||||
Minimum fixed charge coverage ratio | 1.25 | 1.25 | |||||
Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of commitment fee payable periodically | 0.25% | ||||||
Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of commitment fee payable periodically | 0.40% | ||||||
Letter of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 15,000 | $ 5,000 | $ 3,000 | ||||
Old Term Loan Facility | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount | 30,000 | ||||||
Old Revolving Loan Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 7,000 | ||||||
Prior Credit Facilities | |||||||
Debt Instrument [Line Items] | |||||||
Installment amount | $ 100 | ||||||
Debt instrument periodic payment frequency | quarterly | ||||||
Repayments of Debt | $ 73,600 | ||||||
Prior Credit Facilities | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Spread rate | 3.75% | ||||||
Prior Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount | $ 55,000 | ||||||
Prior Delayed Draw Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount | 20,000 | ||||||
Prior Revolver | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 20,000 | ||||||
New Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 150,000 | ||||||
Loss on extinguishment of debt | $ (400) | ||||||
Proceeds from line of credit facility | $ 90,000 | ||||||
Outstanding amount | $ 22,000 | ||||||
Payments for line of credit facility | $ 68,000 | ||||||
New Revolving Credit Facility | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Spread rate | 2.25% | ||||||
New Revolving Credit Facility | Letter of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 15,000 |
Income Tax - Components of inco
Income Tax - Components of income (loss) before income tax (benefit) provision (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Contingency [Line Items] | |||
Income before income taxes | $ 17,309 | $ 35,360 | $ 1,980 |
Domestic | |||
Income Tax Contingency [Line Items] | |||
Income before income taxes | 10,017 | 28,690 | 2,454 |
Foreign | |||
Income Tax Contingency [Line Items] | |||
Income before income taxes | $ 7,292 | $ 6,670 | $ (474) |
Income Tax - Income tax provisi
Income Tax - Income tax provision (benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current | |||||||
Federal | $ 176 | $ 3,524 | |||||
State | 636 | 4,776 | $ 594 | ||||
Foreign | 1,181 | 1,756 | 371 | ||||
Total current tax provision | 1,993 | 10,056 | 965 | ||||
Deferred | |||||||
Federal | (3,608) | 1,830 | (1,134) | ||||
State | (1,542) | 151 | (916) | ||||
Foreign | 13 | 16 | (112) | ||||
Total deferred tax provision (benefit) | $ (4,572) | $ (3,912) | (5,137) | 1,997 | (2,162) | ||
Income tax provision (benefit) | $ 3,270 | $ (1,376) | $ 8,361 | $ 1,975 | $ (3,144) | $ 12,053 | $ (1,197) |
Income Tax - Reconciliation (De
Income Tax - Reconciliation (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective income tax rate reconciliation | ||||||||
Statutory federal tax rate | 21.00% | 21.00% | 21.00% | 35.00% | ||||
State taxes | 0.00% | 60.20% | (7.50%) | 11.10% | (45.50%) | |||
Tax credits | (7.30%) | (2.20%) | ||||||
Foreign taxes | (1.80%) | 0.70% | 12.80% | |||||
Nondeductible items and other | (2.40%) | 1.10% | 16.30% | |||||
Change in valuation allowance | 2.30% | 4.40% | ||||||
Change in statutory rates | (83.10%) | |||||||
Changes in tax reserves | 8.60% | 0.40% | 15.30% | |||||
Provision to return adjustment | (13.50%) | (1.60%) | ||||||
Global Intangible Low Tax Income | 1.10% | 1.90% | ||||||
Noncash compensation | (18.70%) | 0.10% | ||||||
Effective tax rate | 29.20% | 31.10% | 89.30% | 13.80% | (18.20%) | 34.10% | (60.40%) |
Income Tax - Components of defe
Income Tax - Components of deferred tax assets and liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Allowance for doubtful accounts | $ 1,819 | $ 1,366 |
Accrued expenses and other | 5,307 | 4,026 |
Net operating losses | 1,298 | 1,978 |
Gross deferred tax assets | 8,424 | 7,370 |
Valuation allowance | (484) | (88) |
Net deferred tax assets | 7,940 | 7,282 |
Deferred tax liabilities: | ||
Purchased intangibles | (35,561) | (41,180) |
Depreciation and amortization | (3,715) | (2,574) |
Total deferred tax liabilities | (39,276) | (43,754) |
Net deferred tax liability | $ (31,336) | $ (36,472) |
Income Tax - Net Operating Loss
Income Tax - Net Operating Loss and Credit Carryforwards, Uncertain Tax Positions (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Contingency [Line Items] | ||
Interest and penalties | $ 1.9 | $ 0.6 |
Effective tax rate | 1.8 | $ 0.5 |
Reversal of unrecognized tax benefits in subsequent period | 0 | |
Domestic | ||
Income Tax Contingency [Line Items] | ||
Net operating loss carryforwards | 0.3 | |
Net operating loss carryforwards subject to expiration | 3 | |
State | ||
Income Tax Contingency [Line Items] | ||
Net operating loss carryforwards | 10.9 | |
Net operating loss carryforwards subject to expiration | $ 2.7 |
Income Tax - Unrecognized tax b
Income Tax - Unrecognized tax benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax | ||
Beginning balance | $ 595 | $ 383 |
Increase related to tax positions of the current year | 1,496 | 212 |
Decrease related to tax positions of prior years | (212) | |
Ending balance | $ 1,879 | $ 595 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Employee Benefit Plans | |||
Employer's contribution | $ 1.2 | $ 0.7 | $ 0.5 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | |||||||||||
Net income (loss) | $ 7,924 | $ (12,568) | $ 5,644 | $ 5,805 | $ 4,078 | $ 2,440 | $ 1,000 | $ 12,323 | $ 20,453 | $ 23,307 | $ 3,177 |
Denominator: | |||||||||||
Weighted-average common shares outstanding | 158,045 | 139,841 | 144,305 | 139,779 | 138,072 | 139,650 | 139,588 | ||||
Dilutive effect of share-based awards | 9,000 | 6,713 | 9,242 | 7,064 | 7,372 | 3,396 | |||||
Weighted-average dilutive shares outstanding | 167,045 | 146,554 | 153,547 | 146,843 | 145,443 | 143,046 | 139,588 | ||||
Basic earnings per share | $ 0.05 | $ 0.04 | $ 0.01 | $ 0.09 | $ 0.15 | $ 0.17 | $ 0.02 | ||||
Diluted earnings per share | $ 0.05 | $ 0.04 | $ 0.01 | $ 0.08 | $ 0.14 | $ 0.16 | $ 0.02 | ||||
Weighted average shares issuable under stock-based awards, excluded from diluted EPS calculation | 4,600 | 9,200 | 4,300 | 7,500 | 7,516 | 9,265 | 17,962 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - shares shares in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Sep. 20, 2017 | |
2017 Equity Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized | 22,182 | ||
Term of award | 10 years | 10 years | |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | 4 years | |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | 2 years |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock option activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Options | |||||
Outstanding beginning balance | 14,713 | 19,656 | 18,542 | 15,180 | |
Options granted | 1,707 | 4,293 | 1,563 | 3,995 | |
Options exercised | 1,710 | 254 | 65 | 2 | |
Options forfeited | 271 | 8,982 | 384 | 631 | |
Outstanding Ending balance | 14,439 | 14,713 | 19,656 | 18,542 | 15,180 |
Options expected to vest | 4,136 | 5,269 | |||
Options exercisable | 6,404 | 5,480 | |||
Weighted Average Exercise Price | |||||
Outstanding beginning balance (in dollars per share) | $ 4.47 | $ 2.35 | $ 2.14 | $ 2.11 | |
Options granted (in dollars per share) | 30.95 | 9.19 | 5.04 | 2.33 | |
Options exercised (in dollars per share) | 3.28 | 2.89 | 2.43 | 2 | |
Options forfeited (in dollars per share) | 7.15 | 2.13 | 2.90 | 2.67 | |
Outstanding ending balance (in dollars per share) | 7.70 | 4.47 | $ 2.35 | $ 2.14 | $ 2.11 |
Options expected to vest (in dollars per share) | 16.20 | 7.17 | |||
Options exercisable (in dollars per share) | $ 3.68 | $ 2.52 | |||
Additional disclosures | |||||
Weighted Average Remaining Contractual Life (Years) | 7 years 4 months 28 days | 7 years 9 months 14 days | 8 years 14 days | 8 years 11 months 4 days | 9 years 10 months 6 days |
Aggregate Intrinsic Value, outstanding (Beginning balance) | $ 181,914 | $ 86,024 | $ 5,277 | ||
Aggregate Intrinsic Value, outstanding (ending balance) | 383,974 | 181,914 | $ 86,024 | $ 5,277 | |
Aggregate Intrinsic Value, expected to vest | 75,637 | 50,983 | |||
Aggregate Intrinsic Value, exercisable | $ 195,205 | $ 78,389 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2019 | Sep. 30, 2017 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Outstanding Ending balance | 14,439 | 14,439 | 14,713 | 19,656 | 18,542 | ||||
Weighted average grant date fair value (in dollars per share) | $ 12.85 | $ 2.40 | $ 2.67 | $ 1.41 | $ 0.51 | ||||
Intrinsic value | $ 50,500 | $ 500 | $ 3,600 | $ 300 | $ 0 | ||||
Stock-based compensation expense | $ 4,848 | $ 1,619 | 12,100 | $ 3,561 | $ 20,527 | $ 1,680 | $ 1,442 | ||
Unrecognized stock-based compensation expense | $ 68,900 | $ 68,900 | |||||||
Weighted-average period over which unrecognized stock-based compensation expense are expected to be recognized | 1 year 7 months 6 days | ||||||||
Former Executive | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Repurchased and cancelled shares | 2,606 | ||||||||
Former Executive | Additional Paid-in Capital | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Aggregate purchase price | $ 15,500 | ||||||||
Performance and Market Based Options | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted | 0 | 600 | |||||||
Outstanding Ending balance | 3,433 | 3,433 | 3,433 | ||||||
Repurchased and cancelled shares | 956 | ||||||||
Incremental cash based compensation expenses | $ 14,500 | ||||||||
Market Based Restricted Stock Units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted | 167 | ||||||||
Vested | 167 | ||||||||
Restricted Stock Units (RSUs) | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Granted | 37 | 75 | 1,720 | 1,510 | |||||
Vested | 322 | 185 | 38 | 38 | |||||
Granted, Weighted average grant date fair value | $ 3.72 | $ 1.68 | $ 30.88 | $ 7.59 | |||||
Granted, Fair value | $ 100 | $ 100 | |||||||
Stock-based compensation expense | $ 100 | $ 100 | |||||||
Unrecognized stock-based compensation expense | $ 15,500 | ||||||||
Weighted-average period over which unrecognized stock-based compensation expense are expected to be recognized | 1 year 3 months 18 days |
Stock-Based Compensation - Blac
Stock-Based Compensation - Black-Scholes-Merton option-pricing model (Details) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Risk - free interest rate (percentage), minimum | 0.60% | 0.30% | 1.60% | 2.30% |
Risk - free interest rate (percentage), maximum | 1.10% | 1.60% | 2.60% | 3.10% |
Expected volatility (percentage), minimum | 42.10% | 39.90% | 35.40% | 34.50% |
Expected volatility (percentage), maximum | 43.60% | 44.10% | 40.90% | 35.40% |
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Expected term (years) | 5 years 10 months 24 days | 5 years 3 months 18 days | 5 years 7 months 6 days | 5 years 10 months 24 days |
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Expected term (years) | 6 years 1 month 6 days | 6 years 3 months 18 days | 6 years 1 month 6 days | 6 years 3 months 18 days |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted stock award activity (Details) - Restricted Stock Units (RSUs) - $ / shares shares in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2017 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Number of Shares | ||||||
Outstanding beginning balance | 1,261 | 37 | ||||
Granted | 37 | 75 | 1,720 | 1,510 | ||
Vested | 322 | 185 | 38 | 38 | ||
Forfeited | 4 | 101 | ||||
Outstanding ending balance | 2,655 | 1,261 | 37 | |||
Expected to vest | 2,330 | 1,149 | ||||
Weighted Average Grant Date Fair Value | ||||||
Outstanding beginning balance (in dollars per share) | $ 7.74 | $ 3.72 | ||||
Granted (in dollars per share) | $ 3.72 | $ 1.68 | 30.88 | 7.59 | ||
Outstanding ending balance (in dollars per share) | $ 22.54 | $ 7.74 | $ 3.72 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock-based compensation expense (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | $ 4,848 | $ 1,619 | $ 12,100 | $ 3,561 | $ 20,527 | $ 1,680 | $ 1,442 |
Noncash stock-based compensation expense | 5,984 | 1,680 | 1,442 | ||||
Cash-based compensation expense | $ 14,543 | ||||||
Performance and Market Based Options | |||||||
Share-based payment arrangements information | |||||||
Repurchased and cancelled shares | 956 | ||||||
Restricted Stock Units (RSUs) | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | 100 | 100 | |||||
Cost of Revenue | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | $ 673 | 305 | 219 | ||||
Product development | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | 1,239 | 212 | 1,953 | 465 | 6,151 | 450 | 287 |
Sales, marketing and customer support | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | 1,423 | 305 | 3,743 | 869 | 13,703 | 917 | 930 |
General and administrative | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | $ 2,186 | $ 1,102 | $ 6,404 | $ 2,227 | 20,527 | $ 1,680 | $ 1,442 |
General and administrative | Restricted Stock Units (RSUs) | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | $ 700 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Mar. 29, 2021 | Oct. 27, 2020USD ($)$ / sharesshares | Sep. 14, 2020shares | Dec. 31, 2020USD ($)shares | Sep. 30, 2021shares | Dec. 31, 2019shares |
Proceeds from Series A preferred stock issuance, net of issuance costs | $ | $ 346,150 | |||||
Stock split, conversion ratio | 0.333 | |||||
Common stock, shares issued | 140,222 | 158,524 | 139,721 | |||
Common stock, shares outstanding | 125,074 | 158,474 | 139,721 | |||
Common stock, shares authorized | 700,000 | 1,000,000 | 700,000 | |||
Preferred stock, shares authorized | 61,006 | 100,000 | 0 | |||
Preferred stock, shares issued | 61,006 | 0 | 0 | |||
Preferred stock, shares outstanding | 61,006 | 0 | 0 | |||
Treasury stock, shares | 15,146 | 50 | 0 | |||
Series A Preferred Stock | ||||||
Purchase price | $ | $ 85,464 | |||||
Preferred Purchase Agreement | ||||||
Number of shares issued | 15,568 | |||||
Exchange of common stock for Series A preferred stock (in shares) | 45,438 | |||||
Dividend declared (in dollars per share) | $ / shares | $ 0 | |||||
Stock split, conversion ratio | 1 | |||||
Preferred Purchase Agreement | Series A Preferred Stock | ||||||
Number of shares issued | 61,006 | |||||
Purchase price | $ | $ 350,000 | |||||
Proceeds from Series A preferred stock issuance, net of issuance costs | $ | $ 89,300 | |||||
2017 Equity Plan | ||||||
Common stock issued under employee purchase plan (in shares) | 61 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2019 | |
Accrued Liabilities, Current [Abstract] | |||
Vendor payments | $ 3,896 | $ 5,254 | $ 2,918 |
Employee commissions and bonuses | 11,344 | 8,372 | 9,000 |
Payroll and other employee related expense | 6,957 | 8,810 | 2,789 |
401k and pension expense | 1,358 | 1,459 | 851 |
Other taxes | 1,864 | 1,232 | 820 |
Total accrued expense | 25,419 | $ 25,127 | $ 16,378 |
Additional filing obligations deemed probable | $ 1,200 |
Commitments and Contingencies -
Commitments and Contingencies - Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2021 | |
Operating leases future minimum lease obligations | ||||
2021 | $ 1,550 | |||
2021 | $ 5,458 | |||
2022 | 4,004 | 5,347 | ||
2023 | 3,461 | 4,880 | ||
2024 | 242 | 1,015 | ||
Total | 13,165 | $ 14,217 | ||
Office | ||||
Operating Leased Assets [Line Items] | ||||
Rent expense | 5,900 | $ 4,500 | $ 3,300 | |
Data center | ||||
Operating Leased Assets [Line Items] | ||||
Rent expense | $ 1,100 | $ 1,500 | $ 1,400 |
Commitments and Contingencies_3
Commitments and Contingencies - Capital Leases (Details) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021USD ($)agreement | Dec. 31, 2020USD ($)agreement | Dec. 31, 2019USD ($) | |
Commitments and Contingencies | |||
Number of lease agreement | agreement | 7 | 6 | |
Future minimum capital lease payments | |||
2021 | $ 674 | ||
2021 | $ 1,613 | ||
2022 | 2,144 | 1,615 | |
2023 | 1,937 | 1,409 | |
2024 | 598 | 510 | |
2025 | 170 | 170 | |
Total | 5,523 | 5,317 | |
Less: Amount representing interest | (277) | (355) | |
Present Value of net minimum capital lease payments | 5,246 | 4,962 | |
Capital leases short term | 2,140 | 1,515 | $ 1,365 |
Capital leases long term | 3,106 | 3,447 | $ 3,518 |
Total | $ 5,246 | $ 4,962 |
Segment Information (Details)
Segment Information (Details) - segment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Segment Information | ||
Number of operating segment | 1 | 1 |
Number of reportable segments | 1 | 1 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Oct. 27, 2021shares | Apr. 23, 2021USD ($)$ / sharesshares | Apr. 09, 2021USD ($)$ / shares | Mar. 11, 2021shares | Feb. 17, 2021shares | Jan. 28, 2021shares | Sep. 30, 2021shares | Dec. 31, 2020shares | Dec. 31, 2019shares | Dec. 31, 2018shares |
Subsequent Event [Line Items] | ||||||||||
Granted | 1,707 | 4,293 | 1,563 | 3,995 | ||||||
Treasury stock, shares reissued | $ | $ 15,146 | |||||||||
Private Placement | Tiger Global Management, LLC | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Purchase price per share | $ / shares | $ 27 | |||||||||
Gross proceeds | $ | $ 30,000 | |||||||||
Aggregate net proceeds | $ | 29,000 | |||||||||
IPO | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Purchase price per share | $ / shares | $ 27 | |||||||||
Aggregate net proceeds | $ | $ 253,200 | |||||||||
Number of shares converted | 20,335 | |||||||||
Convertible preferred stock, conversion ratio | 1 | |||||||||
2021 Omnibus Equity Incentive Plan | Stock options | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Granted | 365 | 73 | ||||||||
2021 Omnibus Equity Incentive Plan | Restricted Stock Units (RSUs) | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Granted | 268 | |||||||||
Subsequent Event | Private Placement | Tiger Global Management, LLC | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Gross proceeds | $ | $ 30,000 | |||||||||
Subsequent Event | 2021 Omnibus Equity Incentive Plan | Stock options | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Granted | 11 | |||||||||
Subsequent Event | 2021 Omnibus Equity Incentive Plan | Restricted Stock Units (RSUs) | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Granted | 9 | 213 |
Schedule I - Condensed Financ_2
Schedule I - Condensed Financial Information of Registrant - Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||||||||||
Cash and cash equivalents | $ 319,825 | $ 33,354 | $ 17,289 | $ 10,920 | $ 29,445 | |||||
Trade receivables | 95,509 | 94,677 | 68,683 | |||||||
Total current assets | 424,660 | 141,935 | 85,235 | |||||||
Total assets | 805,997 | 511,334 | 466,271 | |||||||
Liabilities and Stockholder's Equity: | ||||||||||
Accrued expense | 25,127 | 25,419 | 16,378 | |||||||
Total liabilities | 73,241 | 94,639 | 148,253 | |||||||
Stockholders' equity | ||||||||||
Common stock, $0.001 par value, 700,000 shares authorized, 140,222 and 139,721 shares issued, and 125,074 and 139,721 shares outstanding as of December 31, 2020 and December 31, 2019 respectively | 159 | 140 | 140 | |||||||
Preferred stock, $0.01 par value, 61,006 shares authorized, issued, and outstanding as of December 31, 2020. No shares were authorized, issued, or outstanding as of December 31, 2019. Liquidation preference: $350.0 million and nil at December 31, 2020 and December 31, 2019 respectively | 610 | |||||||||
Additional paid-in capital | 677,588 | 620,679 | 283,457 | |||||||
Treasury stock, at cost, 15,146 shares as of December 31, 2020 and no shares as of December 31, 2019 | (1,802) | (260,686) | ||||||||
Retained earnings | 55,941 | 54,941 | 34,488 | |||||||
Accumulated other comprehensive income (loss), net of income taxes | 870 | 1,011 | (67) | |||||||
Total stockholders' equity | 732,756 | $ 719,416 | $ 424,616 | 416,695 | $ 335,197 | $ 326,677 | $ 321,177 | 318,018 | $ 292,924 | $ 288,195 |
Total liabilities and stockholders' equity | $ 805,997 | 511,334 | 466,271 | |||||||
Parent Company | Reportable Legal Entities | ||||||||||
Current assets | ||||||||||
Cash and cash equivalents | 6,418 | 42 | ||||||||
Trade receivables | 2 | 2 | ||||||||
Total current assets | 6,420 | 44 | ||||||||
Investment in subsidiary | 360,230 | 317,852 | ||||||||
Due from subsidiaries | 83,151 | 151 | ||||||||
Total assets | 449,801 | 318,047 | ||||||||
Liabilities and Stockholder's Equity: | ||||||||||
Due to subsidiaries | 32,956 | 29 | ||||||||
Accrued expense | 150 | |||||||||
Total liabilities | 33,106 | 29 | ||||||||
Stockholders' equity | ||||||||||
Common stock, $0.001 par value, 700,000 shares authorized, 140,222 and 139,721 shares issued, and 125,074 and 139,721 shares outstanding as of December 31, 2020 and December 31, 2019 respectively | 140 | 140 | ||||||||
Preferred stock, $0.01 par value, 61,006 shares authorized, issued, and outstanding as of December 31, 2020. No shares were authorized, issued, or outstanding as of December 31, 2019. Liquidation preference: $350.0 million and nil at December 31, 2020 and December 31, 2019 respectively | 610 | |||||||||
Additional paid-in capital | 620,679 | 283,457 | ||||||||
Treasury stock, at cost, 15,146 shares as of December 31, 2020 and no shares as of December 31, 2019 | (260,686) | |||||||||
Retained earnings | 54,941 | 34,488 | ||||||||
Accumulated other comprehensive income (loss), net of income taxes | 1,011 | (67) | ||||||||
Total stockholders' equity | 416,695 | 318,018 | ||||||||
Total liabilities and stockholders' equity | $ 449,801 | $ 318,047 |
Schedule I - Condensed Financ_3
Schedule I - Condensed Financial Information of Registrant - Balance Sheets (Parenthetical) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Sep. 30, 2021 | Mar. 29, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Condensed Balance Sheet Statements | ||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000 | 700,000 | 700,000 | |
Common stock, shares issued | 158,524 | 140,222 | 139,721 | |
Common stock, shares outstanding | 158,474 | 125,074 | 139,721 | |
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |
Preferred stock, shares authorized | 100,000 | 61,006 | 0 | |
Preferred stock, shares issued | 0 | 61,006 | 0 | |
Preferred stock, shares outstanding | 0 | 61,006 | 0 | |
Preferred stock, liquidation value | $ 350,000 | $ 0 | ||
Treasury stock, shares | 50 | 15,146 | 0 | |
Parent Company | Reportable Legal Entities | ||||
Condensed Balance Sheet Statements | ||||
Common stock, par value | $ 0.001 | $ 0.001 | ||
Common stock, shares authorized | 700,000 | 700,000 | ||
Common stock, shares issued | 140,222 | 139,721 | ||
Common stock, shares outstanding | 125,074 | 139,721 | ||
Preferred stock, par value | $ 0.01 | $ 0.01 | ||
Preferred stock, shares authorized | 61,006 | 0 | ||
Preferred stock, shares issued | 61,006 | 0 | ||
Preferred stock, shares outstanding | 61,006 | 0 | ||
Preferred stock, liquidation value | $ 350,000 | $ 0 | ||
Treasury stock, shares | 15,146 | 0 |
Schedule I - Condensed Financ_4
Schedule I - Condensed Financial Information of Registrant - Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Condensed Income Statements | |||||||||||
Revenue | $ 83,098 | $ 61,037 | $ 227,208 | $ 165,276 | $ 243,917 | $ 182,663 | $ 104,304 | ||||
Cost of revenue | 13,435 | 8,998 | 35,929 | 23,963 | 35,750 | 24,848 | 18,525 | ||||
Product development | 16,359 | 13,087 | 45,658 | 34,324 | 47,004 | 31,598 | 24,224 | ||||
Sales, marketing and customer support | 19,539 | 16,728 | 54,653 | 41,880 | 62,157 | 38,401 | 23,235 | ||||
General and administrative | 14,465 | 10,369 | 58,317 | 29,327 | 53,056 | 26,899 | 14,631 | ||||
Income from operations | 11,808 | 5,768 | 10,662 | 17,615 | 21,355 | 39,104 | 5,063 | ||||
Other expense, net | (365) | (481) | (365) | (359) | 885 | 1,458 | (25) | ||||
(Loss) income before income taxes | 17,309 | 35,360 | 1,980 | ||||||||
Income tax expense (benefit) | 3,270 | (1,376) | 8,361 | 1,975 | (3,144) | 12,053 | (1,197) | ||||
Net income | 7,924 | $ (12,568) | $ 5,644 | 5,805 | $ 4,078 | $ 2,440 | 1,000 | 12,323 | 20,453 | 23,307 | 3,177 |
Foreign currency cumulative translation adjustment | 303 | $ 355 | $ (799) | 410 | $ 231 | $ (153) | (141) | 488 | 1,078 | (67) | 3 |
Total comprehensive income | $ 8,227 | $ 6,215 | $ 859 | $ 12,811 | 21,531 | 23,240 | 3,180 | ||||
Parent Company | Reportable Legal Entities | |||||||||||
Condensed Income Statements | |||||||||||
Cost of revenue | 8 | 6 | |||||||||
Product development | 673 | 305 | 219 | ||||||||
Sales, marketing and customer support | 6,151 | 450 | 287 | ||||||||
General and administrative | 14,020 | 1,233 | 983 | ||||||||
Income from operations | (20,844) | (1,996) | (1,495) | ||||||||
Other expense, net | 9 | ||||||||||
Equity in pretax earnings of consolidated subsidiaries | 38,153 | 37,365 | 3,475 | ||||||||
(Loss) income before income taxes | 17,309 | 35,360 | 1,980 | ||||||||
Income tax expense (benefit) | (3,144) | 12,053 | (1,197) | ||||||||
Net income | 20,453 | 23,307 | 3,177 | ||||||||
Foreign currency cumulative translation adjustment | 1,078 | (67) | 3 | ||||||||
Total comprehensive income | $ 21,531 | $ 23,240 | $ 3,180 |
Schedule I - Condensed Financ_5
Schedule I - Condensed Financial Information of Registrant - Statements of Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Condensed Cash Flow Statements | |||||
Cash Flows from Operating Activities | $ 58,434 | $ 17,838 | $ 21,216 | $ 29,433 | $ 12,058 |
Cash Flows from Investing Activities | |||||
Net cash (used in) investing activities | (29,822) | (6,545) | (9,751) | (63,195) | (12,968) |
Cash Flows from Financing Activities | |||||
Repurchase of vested options | (15,506) | ||||
Proceeds from Series A preferred stock issuance, net of issuance costs | 346,150 | ||||
Payments to shareholders for preferred stock Series A | (260,686) | ||||
Proceeds from common stock issued upon exercise of stock options | 5,514 | 383 | 780 | 177 | 7 |
Proceeds from common stock issued under employee purchase plan | 424 | 100 | |||
Net cash provided by (used in) financing activities | 258,033 | (4,911) | 10,385 | 15,045 | 22,901 |
Effect of exchange rate changes on cash and cash equivalents | (173) | (38) | 203 | 23 | (76) |
Net increase in cash, cash equivalents, and restricted cash | 286,472 | 6,344 | 22,053 | (18,694) | 21,915 |
Cash, cash equivalents, and restricted cash - Beginning of period | 33,395 | 11,342 | 11,342 | 30,036 | 8,121 |
Cash, cash equivalents, and restricted cash - End of period | 319,867 | 17,686 | 33,395 | 11,342 | 30,036 |
Noncash investing and financing transaction | |||||
Exchange of common stock for preferred stock | 260,686 | ||||
Parent Company | Reportable Legal Entities | |||||
Condensed Cash Flow Statements | |||||
Cash Flows from Operating Activities | 18,214 | (94) | (108) | ||
Cash Flows from Investing Activities | |||||
Transfer of funds to subsidiary | (83,000) | (1,787) | |||
Net cash (used in) investing activities | (83,000) | (1,787) | |||
Cash Flows from Financing Activities | |||||
Repurchase of vested options | (15,506) | ||||
Proceeds from Series A preferred stock issuance, net of issuance costs | 346,150 | ||||
Payments to shareholders for preferred stock Series A | (260,686) | ||||
Proceeds from common stock issued upon exercise of stock options | 780 | 177 | |||
Proceeds from common stock issued under employee purchase plan | 424 | 100 | |||
Net cash provided by (used in) financing activities | 71,162 | 177 | 100 | ||
Effect of exchange rate changes on cash and cash equivalents | (67) | 3 | |||
Net increase in cash, cash equivalents, and restricted cash | 6,376 | (1,771) | (5) | ||
Cash, cash equivalents, and restricted cash - Beginning of period | $ 6,418 | $ 42 | 42 | 1,813 | 1,818 |
Cash, cash equivalents, and restricted cash - End of period | 6,418 | $ 42 | $ 1,813 | ||
Noncash investing and financing transaction | |||||
Exchange of common stock for preferred stock | $ 260,686 |
Schedule I - Condensed Financ_6
Schedule I - Condensed Financial Information of Registrant - Notes to Condensed Financial Statements (Details) $ in Thousands | Mar. 29, 2021 | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Aug. 18, 2017 |
Stock split, conversion ratio | 0.333 | ||||||||
Income tax expense (benefit) | $ 3,270 | $ (1,376) | $ 8,361 | $ 1,975 | $ (3,144) | $ 12,053 | $ (1,197) | ||
DoubleVerify Inc. | |||||||||
Ownership percentage acquired | 100.00% | ||||||||
Parent Company | Reportable Legal Entities | |||||||||
Stock split, conversion ratio | 0.333 | ||||||||
Income tax expense (benefit) | (3,144) | 12,053 | (1,197) | ||||||
Distributions from subsidiaries | $ 0 | $ 0 | $ 0 | ||||||
Parent Company | Reportable Legal Entities | DoubleVerify Inc. | |||||||||
Ownership percentage acquired | 100.00% |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - Allowance for doubtful accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $ 4,599 | $ 3,103 | $ 2,084 |
Charges to Costs and Expenses | 4,811 | 3,346 | 1,487 |
Deductions - Write off | (2,361) | (1,850) | (468) |
Balance at End of Year | $ 7,049 | $ 4,599 | $ 3,103 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||||||||||
Cash and cash equivalents | $ 319,825 | $ 33,354 | $ 17,289 | $ 10,920 | $ 29,445 | |||||
Trade receivables, net of allowances for doubtful accounts of $5,246 and $7,049 as of September 30, 2021 and December 31, 2020 respectively | 95,509 | 94,677 | 68,683 | |||||||
Prepaid expenses and other current assets | 9,326 | 13,904 | 5,632 | |||||||
Total current assets | 424,660 | 141,935 | 85,235 | |||||||
Property, plant and equipment, net | 16,693 | 18,107 | 13,438 | |||||||
Goodwill | 244,672 | 227,349 | 227,349 | 174,204 | ||||||
Intangible assets, net | 117,705 | 121,710 | 139,621 | |||||||
Deferred tax assets | 82 | 82 | 95 | |||||||
Other non-current assets | 2,185 | 2,151 | 533 | |||||||
Total assets | 805,997 | 511,334 | 466,271 | |||||||
Current liabilities | ||||||||||
Trade payables | 4,105 | 3,495 | 1,143 | |||||||
Accrued expense | 25,127 | 25,419 | 16,378 | |||||||
Income tax liabilities | 540 | 1,277 | 7,770 | |||||||
Current portion of capital lease obligations | 2,140 | 1,515 | 1,365 | |||||||
Contingent considerations current | 1,717 | 1,198 | 2,014 | |||||||
Other current liabilities | 3,986 | 1,116 | 2,869 | |||||||
Total current liabilities | 37,615 | 34,020 | 32,010 | |||||||
Long-term debt | 22,000 | 72,730 | ||||||||
Capital lease obligations | 3,106 | 3,447 | 3,518 | |||||||
Deferred tax liabilities | 29,732 | 31,418 | 36,567 | |||||||
Other non-current liabilities | 2,788 | 3,292 | 2,232 | |||||||
Contingent considerations non-current | 462 | 1,196 | ||||||||
Total liabilities | 73,241 | 94,639 | 148,253 | |||||||
Commitments and contingencies (Note 13) | ||||||||||
Stockholders' equity | ||||||||||
Common stock, $0.001 par value, 1,000,000 shares authorized, 158,524 shares issued and 158,474 outstanding as of September 30, 2021; 700,000 shares authorized, 140,222 shares issued and 125,074 shares outstanding as of December 31, 2020 | 159 | 140 | 140 | |||||||
Preferred stock, $0.01 par value, 100,000 shares authorized and zero shares issued and outstanding as of September 30, 2021 and 61,006 shares authorized, issued, and outstanding as of December 31, 2020. Liquidation preference: $350,000 as of December 31, 2020 | 610 | |||||||||
Additional paid-in capital | 677,588 | 620,679 | 283,457 | |||||||
Treasury stock, at cost, 50 shares and 15,146 shares as of September 30, 2021 and December 31, 2020, respectively | (1,802) | (260,686) | ||||||||
Retained earnings | 55,941 | 54,941 | 34,488 | |||||||
Accumulated other comprehensive income, net of income taxes | 870 | 1,011 | (67) | |||||||
Total stockholders' equity | 732,756 | $ 719,416 | $ 424,616 | 416,695 | $ 335,197 | $ 326,677 | $ 321,177 | 318,018 | $ 292,924 | $ 288,195 |
Total liabilities and stockholders' equity | $ 805,997 | $ 511,334 | $ 466,271 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Sep. 30, 2021 | Mar. 29, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||||
Trade Receivables, net of allowances | $ 5,246 | $ 7,049 | $ 4,599 | |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000 | 700,000 | 700,000 | |
Common stock, shares issued | 158,524 | 140,222 | 139,721 | |
Common stock, shares outstanding | 158,474 | 125,074 | 139,721 | |
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |
Preferred stock, shares authorized | 100,000 | 61,006 | 0 | |
Preferred stock, shares issued | 0 | 61,006 | 0 | |
Preferred stock, shares outstanding | 0 | 61,006 | 0 | |
Preferred stock, liquidation value | $ 350,000 | $ 0 | ||
Treasury stock, shares | 50 | 15,146 | 0 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME | ||||
Revenue | $ 83,098 | $ 61,037 | $ 227,208 | $ 165,276 |
Cost of revenue (exclusive of depreciation and amortization shown separately below) | 13,435 | 8,998 | 35,929 | 23,963 |
Product development | 16,359 | 13,087 | 45,658 | 34,324 |
Sales, marketing and customer support | 19,539 | 16,728 | 54,653 | 41,880 |
General and administrative | 14,465 | 10,369 | 58,317 | 29,327 |
Depreciation and amortization | 7,492 | 6,087 | 21,989 | 18,167 |
Income from operations | 11,808 | 5,768 | 10,662 | 17,615 |
Interest expense | 249 | 858 | 936 | 2,958 |
Other expense, net | 365 | 481 | 365 | 359 |
Income before income taxes | 11,194 | 4,429 | 9,361 | 14,298 |
Income tax expense (benefit) | 3,270 | (1,376) | 8,361 | 1,975 |
Net income | $ 7,924 | $ 5,805 | $ 1,000 | $ 12,323 |
Earnings per share: | ||||
Basic | $ 0.05 | $ 0.04 | $ 0.01 | $ 0.09 |
Diluted | $ 0.05 | $ 0.04 | $ 0.01 | $ 0.08 |
Weighted-average common stock outstanding: | ||||
Basic | 158,045 | 139,841 | 144,305 | 139,779 |
Diluted | 167,045 | 146,554 | 153,547 | 146,843 |
Comprehensive income: | ||||
Net income | $ 7,924 | $ 5,805 | $ 1,000 | $ 12,323 |
Other comprehensive income: | ||||
Foreign currency cumulative translation adjustment | 303 | 410 | (141) | 488 |
Total comprehensive income | $ 8,227 | $ 6,215 | $ 859 | $ 12,811 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common StockIPO | Common StockPrivate Placement | Common Stock | Preferred Stock | Treasury Stock | Additional Paid-in CapitalIPO | Additional Paid-in CapitalPrivate Placement | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive (Income) Loss Net of Income Taxes | IPO | Private Placement | Total |
Balance at Dec. 31, 2017 | $ 140 | $ 280,051 | $ 8,004 | $ 288,195 | |||||||||
Balance (in shares) at Dec. 31, 2017 | 139,528 | ||||||||||||
Foreign currency translation adjustment | $ 3 | 3 | |||||||||||
Stock-based compensation expense | 1,442 | 1,442 | |||||||||||
Common stock issued under employee purchase plan | 100 | 100 | |||||||||||
Common stock issued under employee purchase plan (in shares) | 50 | ||||||||||||
Common stock issued upon exercise of stock options | 7 | $ 7 | |||||||||||
Common stock issued upon exercise of stock options (in shares) | 2 | 2 | |||||||||||
Common stock issued upon vesting of restricted stock units (in shares) | 38 | ||||||||||||
Net income (loss) | 3,177 | $ 3,177 | |||||||||||
Balance at Dec. 31, 2018 | $ 140 | 281,600 | 11,181 | 3 | 292,924 | ||||||||
Balance (in shares) at Dec. 31, 2018 | 139,618 | ||||||||||||
Foreign currency translation adjustment | (67) | ||||||||||||
Stock-based compensation expense | 1,680 | 1,680 | |||||||||||
Common stock issued upon exercise of stock options | 177 | $ 177 | |||||||||||
Common stock issued upon exercise of stock options (in shares) | 65 | 65 | |||||||||||
Common stock issued upon vesting of restricted stock units (in shares) | 38 | ||||||||||||
Net income (loss) | 23,307 | $ 23,307 | |||||||||||
Balance at Dec. 31, 2019 | $ 140 | 283,457 | 34,488 | (67) | 318,018 | ||||||||
Balance (in shares) at Dec. 31, 2019 | 139,721 | ||||||||||||
Foreign currency translation adjustment | (153) | (153) | |||||||||||
Stock-based compensation expense | 802 | 802 | |||||||||||
Common stock issued upon exercise of stock options | 70 | 70 | |||||||||||
Common stock issued upon exercise of stock options (in shares) | 32 | ||||||||||||
Net income (loss) | 2,440 | 2,440 | |||||||||||
Balance at Mar. 31, 2020 | $ 140 | 284,329 | 36,928 | (220) | 321,177 | ||||||||
Balance (in shares) at Mar. 31, 2020 | 139,753 | ||||||||||||
Balance at Dec. 31, 2019 | $ 140 | 283,457 | 34,488 | (67) | 318,018 | ||||||||
Balance (in shares) at Dec. 31, 2019 | 139,721 | ||||||||||||
Foreign currency translation adjustment | 488 | ||||||||||||
Net income (loss) | 12,323 | ||||||||||||
Balance at Sep. 30, 2020 | $ 140 | 287,825 | 46,811 | 421 | 335,197 | ||||||||
Balance (in shares) at Sep. 30, 2020 | 139,935 | ||||||||||||
Balance at Dec. 31, 2019 | $ 140 | 283,457 | 34,488 | (67) | 318,018 | ||||||||
Balance (in shares) at Dec. 31, 2019 | 139,721 | ||||||||||||
Foreign currency translation adjustment | 1,078 | 1,078 | |||||||||||
Stock-based compensation expense | 5,984 | 5,984 | |||||||||||
Common stock issued under employee purchase plan | 424 | 424 | |||||||||||
Common stock issued under employee purchase plan (in shares) | 61 | ||||||||||||
Common stock issued upon exercise of stock options | 780 | $ 780 | |||||||||||
Common stock issued upon exercise of stock options (in shares) | 255 | 254 | |||||||||||
Common stock issued upon vesting of restricted stock units (in shares) | 185 | ||||||||||||
Net income (loss) | 20,453 | $ 20,453 | |||||||||||
Balance at Dec. 31, 2020 | $ 140 | $ 610 | $ (260,686) | 620,679 | 54,941 | 1,011 | 416,695 | ||||||
Balance (in shares) at Dec. 31, 2020 | 140,222 | 61,006 | 15,146 | ||||||||||
Balance at Mar. 31, 2020 | $ 140 | 284,329 | 36,928 | (220) | 321,177 | ||||||||
Balance (in shares) at Mar. 31, 2020 | 139,753 | ||||||||||||
Foreign currency translation adjustment | 231 | 231 | |||||||||||
Stock-based compensation expense | 1,140 | 1,140 | |||||||||||
Common stock issued upon exercise of stock options | 51 | 51 | |||||||||||
Common stock issued upon exercise of stock options (in shares) | 58 | ||||||||||||
Net income (loss) | 4,078 | 4,078 | |||||||||||
Balance at Jun. 30, 2020 | $ 140 | 285,520 | 41,006 | 11 | 326,677 | ||||||||
Balance (in shares) at Jun. 30, 2020 | 139,811 | ||||||||||||
Foreign currency translation adjustment | 410 | 410 | |||||||||||
Stock-based compensation expense | 1,619 | 1,619 | |||||||||||
Common stock issued under employee purchase plan | 423 | 423 | |||||||||||
Common stock issued under employee purchase plan (in shares) | 61 | ||||||||||||
Common stock issued upon exercise of stock options | 263 | 263 | |||||||||||
Common stock issued upon exercise of stock options (in shares) | 44 | ||||||||||||
Common stock issued upon vesting of restricted stock units (in shares) | 19 | ||||||||||||
Net income (loss) | 5,805 | 5,805 | |||||||||||
Balance at Sep. 30, 2020 | $ 140 | 287,825 | 46,811 | 421 | 335,197 | ||||||||
Balance (in shares) at Sep. 30, 2020 | 139,935 | ||||||||||||
Balance at Dec. 31, 2020 | $ 140 | $ 610 | $ (260,686) | 620,679 | 54,941 | 1,011 | 416,695 | ||||||
Balance (in shares) at Dec. 31, 2020 | 140,222 | 61,006 | 15,146 | ||||||||||
Foreign currency translation adjustment | (799) | (799) | |||||||||||
Stock-based compensation expense | 2,538 | 2,538 | |||||||||||
Common stock issued upon exercise of stock options | 538 | 538 | |||||||||||
Common stock issued upon exercise of stock options (in shares) | 180 | ||||||||||||
Net income (loss) | 5,644 | 5,644 | |||||||||||
Balance at Mar. 31, 2021 | $ 140 | $ 610 | $ (260,686) | 623,755 | 60,585 | 212 | 424,616 | ||||||
Balance (in shares) at Mar. 31, 2021 | 140,402 | 61,006 | 15,146 | ||||||||||
Balance at Dec. 31, 2020 | $ 140 | $ 610 | $ (260,686) | 620,679 | 54,941 | 1,011 | 416,695 | ||||||
Balance (in shares) at Dec. 31, 2020 | 140,222 | 61,006 | 15,146 | ||||||||||
Foreign currency translation adjustment | $ (141) | ||||||||||||
Common stock issued upon exercise of stock options (in shares) | 1,710 | ||||||||||||
Net income (loss) | $ 1,000 | ||||||||||||
Balance at Sep. 30, 2021 | $ 159 | $ (1,802) | 677,588 | 55,941 | 870 | 732,756 | |||||||
Balance (in shares) at Sep. 30, 2021 | 158,524 | 50 | |||||||||||
Balance at Mar. 31, 2021 | $ 140 | $ 610 | $ (260,686) | 623,755 | 60,585 | 212 | 424,616 | ||||||
Balance (in shares) at Mar. 31, 2021 | 140,402 | 61,006 | 15,146 | ||||||||||
Foreign currency translation adjustment | 355 | 355 | |||||||||||
Stock-based compensation expense | 4,714 | 4,714 | |||||||||||
Common stock issued upon exercise of stock options | $ 2 | 2,907 | 2,909 | ||||||||||
Common stock issued upon exercise of stock options (in shares) | 871 | ||||||||||||
Common stock issued upon vesting of restricted stock units (in shares) | 217 | ||||||||||||
Conversion of Series A preferred stock to common stock in connection with initial public offering | $ 5 | $ (610) | $ 260,686 | (260,081) | |||||||||
Conversion of Series A preferred stock to common stock (in shares) | 5,190 | (61,006) | (15,146) | ||||||||||
Issuance of stock | $ 10 | $ 1 | $ 269,380 | $ 29,999 | $ 269,390 | $ 30,000 | |||||||
Issuance of stock (in shares) | 9,977 | 1,111 | |||||||||||
Net income (loss) | (12,568) | (12,568) | |||||||||||
Balance at Jun. 30, 2021 | $ 158 | 670,674 | 48,017 | 567 | 719,416 | ||||||||
Balance (in shares) at Jun. 30, 2021 | 157,768 | ||||||||||||
Foreign currency translation adjustment | 303 | 303 | |||||||||||
Shares repurchased for settlement of employee tax withholdings | $ (1,802) | (1,802) | |||||||||||
Shares repurchased for settlement of employee tax withholdings (in shares) | 50 | ||||||||||||
Stock-based compensation expense | 4,848 | 4,848 | |||||||||||
Common stock issued upon exercise of stock options | $ 1 | 2,066 | 2,067 | ||||||||||
Common stock issued upon exercise of stock options (in shares) | 651 | ||||||||||||
Common stock issued upon vesting of restricted stock units (in shares) | 105 | ||||||||||||
Net income (loss) | 7,924 | 7,924 | |||||||||||
Balance at Sep. 30, 2021 | $ 159 | $ (1,802) | $ 677,588 | $ 55,941 | $ 870 | $ 732,756 | |||||||
Balance (in shares) at Sep. 30, 2021 | 158,524 | 50 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating activities: | ||
Net income | $ 1,000 | $ 12,323 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Bad debt (recovery) expense | (1,186) | 3,041 |
Depreciation and amortization expense | 21,989 | 18,167 |
Amortization of debt issuance costs | 221 | 211 |
Accretion of acquisition liabilities | 36 | |
Deferred taxes | (4,572) | (3,912) |
Stock-based compensation expense | 12,100 | 3,561 |
Interest expense (income) | 130 | (36) |
Change in fair value of contingent consideration | 57 | (949) |
Offering costs | 21,797 | 1,852 |
Other | 661 | 742 |
Changes in operating assets and liabilities net of effect of business combinations | ||
Trade receivables | 690 | (11,633) |
Prepaid expenses and other current assets | 4,590 | (3,457) |
Other non-current assets | (162) | (9) |
Trade payables | 425 | 1,881 |
Accrued expenses | (684) | 2,081 |
Other current liabilities | 2,747 | (7,143) |
Other non-current liabilities | (1,369) | 1,082 |
Net cash provided by operating activities | 58,434 | 17,838 |
Investing activities: | ||
Purchase of property, plant and equipment | (5,499) | (6,545) |
Acquisition of businesses, net of cash acquired | (24,323) | |
Net cash (used in) investing activities | (29,822) | (6,545) |
Financing activities: | ||
Payments of long-term debt | (22,000) | (563) |
Payment of contingent consideration related to Zentrick acquisition | (601) | |
Proceeds from common stock issued upon exercise of stock options | 5,514 | 383 |
Proceeds from common stock issued under employee purchase plan | 425 | |
Proceeds from issuance of common stock upon initial public offering | 269,390 | |
Proceeds from issuance of common stock in connection with concurrent private placement | 30,000 | |
Payments related to offering costs | (21,797) | (1,230) |
Capital lease payments | (1,222) | (1,242) |
Shares repurchased for settlement of employee tax withholdings | (1,802) | |
Net cash provided by (used in) financing activities | 258,033 | (4,911) |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (173) | (38) |
Net increase in cash, cash equivalents, and restricted cash | 286,472 | 6,344 |
Cash, cash equivalents, and restricted cash - Beginning of period | 33,395 | 11,342 |
Cash, cash equivalents, and restricted cash - End of period | 319,867 | 17,686 |
Supplemental cash flow information: | ||
Cash paid for taxes | 5,586 | 14,901 |
Cash paid for interest | 580 | 2,692 |
Non-cash investing and financing activities: | ||
Conversion of Series A preferred stock to common stock in connection with the initial public offering | 610 | |
Treasury stock reissued upon the conversion of Series A preferred stock to common stock | 260,686 | |
Acquisition of equipment under capital lease | 1,518 | 973 |
Capital assets financed by accounts payable | 41 | 1,313 |
Offering costs included in accounts payable and accrued expense | 772 | |
Leiki | ||
Financing activities: | ||
Deferred payment related to acquisition | (2,033) | |
Zentrick | ||
Financing activities: | ||
Deferred payment related to acquisition | $ (50) | $ (50) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Reconciliation of Cashflows - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||
Cash and cash equivalents | $ 319,825 | $ 33,354 | $ 17,289 | $ 10,920 | $ 29,445 | |
Restricted cash (included in prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets) | 42 | 41 | 397 | 422 | 591 | |
Total cash and cash equivalents and restricted cash | $ 319,867 | $ 33,395 | $ 17,686 | $ 11,342 | $ 30,036 | $ 8,121 |
Description of Business_2
Description of Business | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Description of Business | ||
Description of Business | 1. Description of Business DoubleVerify is a software platform for digital media measurement, data and analytics. The Company’s solutions provide advertisers with a single measure of digital ad quality and effectiveness, the DV Authentic Ad, which ensures that a digital ad was delivered in a brand-safe environment, fully viewable, by a real person and in the intended geography. The Company’s software interface, DV Pinnacle, provides customers with access to data on all of their digital ads and enables them to make changes to their ad strategies on a real-time basis. The Company’s software solutions are integrated across the entire digital advertising ecosystem, including programmatic platforms, Connected TV (“CTV”), social media channels and digital publishers. The Company’s solutions are accredited by the Media Rating Council, which allows the Company’s data to be used as a single-source standard in the evaluation and measurement of digital ads. The Company was incorporated on August 16, 2017, is registered in the state of Delaware and is the parent company of DoubleVerify Midco, Inc. (“MidCo”), which is in turn the parent company of DoubleVerify Inc . On August 18, 2017, DoubleVerify Inc. entered into an agreement and plan of merger (the “Agreement”), whereby the Company, formerly known as Pixel Group Holdings, Inc. and Pixel Merger Sub, Inc. (“Merger Sub”), a wholly owned subsidiary of the Company, agreed to provide for the merger of the Merger Sub with DoubleVerify Inc. pursuant to the terms and conditions of the Agreement. On the effective date, Merger Sub was merged with and into DoubleVerify Inc. whereupon the separate corporate existence of Merger Sub ceased and DoubleVerify Inc. continued as the surviving corporation. Through the merger, the Company acquired 100% of the outstanding equity instruments of DoubleVerify Inc. resulting in a change of control at the parent level. The merger resulted in the application of acquisition accounting under the provisions of Financial Accounting Standards Board (“FASB”) Topic Accounting Standards Codification (“ASC”) 805 , Business Combinations. The Company has wholly owned subsidiaries in numerous jurisdictions including Israel, the United Kingdom, Germany, Singapore, Australia, Canada, Brazil, Belgium, Mexico, France, Japan, Spain, and Finland, and operates in one reportable segment. On April 23, 2021, the Company completed an initial public offering of its common stock (“IPO”). See Footnote 12, Stockholders’ Equity. | 1. Description of Business DoubleVerify Holdings, Inc. (the “Company”) is a software platform for digital media measurement, data and analytics. The Company’s solutions provide advertisers with a single measure of digital ad quality and effectiveness, the Authentic Ad, which ensures that a digital ad was delivered in a brand-safe environment, fully viewable, by a real person and in the intended geography. The Company’s software interface, Pinnacle, provides customers with access to data on all of their digital ads and enables them to make changes to their ad strategies on a real-time basis. The Company’s software solutions are integrated across the entire digital advertising ecosystem, including programmatic platforms, social media channels and digital publishers. The Company’s solutions are accredited by the Media Rating Council, which allows the Company’s data to be used as a single-source standard in the evaluation and measurement of digital ads. The Company was incorporated on August 16, 2017, is registered in the state of Delaware and is the parent company of DoubleVerify Midco, Inc. (“MidCo”), which is in turn the parent company of DoubleVerify Inc. (“DoubleVerify”). On August 18, 2017, DoubleVerify entered into an agreement and plan of merger (the “Agreement”), whereby the Company, formerly known as Pixel Group Holdings, Inc. (the “Ultimate Parent”) and Pixel Merger Sub, Inc. (“Merger Sub”), a wholly-owned subsidiary of the Company, agreed to provide for the merger of the Merger Sub with DoubleVerify pursuant to the terms and conditions of the Agreement. On the effective date, Merger Sub was merged with and into DoubleVerify whereupon the separate corporate existence of Merger Sub ceased and DoubleVerify continued as the surviving corporation. Through the merger, the Company acquired 100% of the outstanding equity instruments of DoubleVerify (the “Acquisition”) resulting in a change of control at the parent level. The merger resulted in the application of acquisition accounting under the provisions of Financial Accounting Standards Board (“FASB”) Topic Accounting Standards Codification (“ASC”) 805 , “Business Combinations.” The Company has wholly-owned subsidiaries in numerous jurisdictions including Israel, the United Kingdom, Germany, Singapore, Australia, Canada, Brazil, Belgium, Mexico, France, Japan, Spain, and Finland, and operates in one reportable segment. Since January 2020, an outbreak of the 2019 novel coronavirus (“COVID-19”) has evolved into a worldwide pandemic. The Company has modified operations in line with business continuity plans. As a result of the pandemic, the Company has temporarily closed offices globally, including the corporate headquarters in New York, and is operating with nearly all staff working remotely. The pandemic has resulted in market disruptions and a global economic slowdown, which has materially impacted demand for a broad variety of goods and services, and is also disrupting sales channels and marketing activities. The duration of such disruptions is highly uncertain and cannot be predicted. While COVID-19 has not had a significant impact on the Company’s results from operations to date, to the extent that demand for digital advertising declines, the Company’s results and financial condition may be materially and adversely impacted. |
Basis of Presentation and Su_19
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies | ||
Basis of Presentation and Summary of Significant Accounting Policies | 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Preparation and Principles of Consolidation The accompanying Condensed Consolidated Balance Sheets as of September 30, 2021 and December 31, 2020, the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2021 and 2020, the Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2021 and 2020, and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020 reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results for the periods shown in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules and regulations of the SEC for interim financial reporting periods. Accordingly, certain information and footnote disclosures have been condensed or omitted pursuant to SEC rules that would ordinarily be required under GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements as of December 31, 2020 and 2019 and for the years then ended and the accompanying notes thereto included in the Company’s Prospectus. On March 29, 2021, the Company effected a 1 Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. These estimates are based on the information available as of the date of the Condensed Consolidated Financial Statements . Recently Issued Accounting Pronouncements The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with certain new or revised accounting standards. Financial Instruments - Credit Losses In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which is intended to provide more decision-useful information about expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. ASU 2016-13 revises the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses on financial instruments, including, but not limited to accounts receivable. This guidance is effective for annual reporting periods beginning after December 15, 2022 for non-public entities, including interim periods within that reporting period. Early adoption is permitted and the update allows for a modified retrospective method of adoption. The Company is currently in the process of evaluating the impact of this standard on the Company’s Condensed Consolidated Financial Statements. Cloud Computing In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The Company intends to adopt amendment ASU No. 2018-15 on December 31, 2021 using a prospective approach. The Company is currently in the process of evaluating the impact of this standard and its adoption is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. Leases In February 2016, the FASB issued ASU No. 2016-02, Leases Topic 842 Codification Improvements to Topic 842, Leases correct and consolidate various areas previously discussed in ASU 2016-02. FASB also issued ASU No. 2018- 11, Leases: Targeted Improvements Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) (“ASU 2019-12”) | 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Preparation and Principles of Consolidation The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and reflect the financial statements of the Company and all of its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. On March 29, 2021, the Company effected a 1 Accordingly, all share and per share amounts for all periods presented in these consolidated financial statements and notes thereto, have been adjusted retrospectively, where applicable, to reflect this reverse stock split. Use of Estimates and Judgments in the Preparation of the Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, assumptions in valuing acquired assets and liabilities assumed in business combinations, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in these estimates. These estimates are based on the information available as of the date of the Consolidated Financial Statements. Segment Reporting The Company’s operating segments are determined based on the units that constitute a business for which discrete financial information is available and for which operating results are regularly reviewed by the Chief Operating Decision Maker (“CODM”). The CODM is the highest level of management responsible for assessing the Company’s overall performance and making operational decisions. The Company operates in one single operating and reportable Fair Value Measurements The Company evaluates the fair value of certain assets and liabilities using the fair value hierarchy. Fair value is an exit price representing the amount that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company applies the three-tier GAAP value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1 — observable inputs such as quoted prices in active markets; Level 2 — inputs other than the quoted prices in active markets that are observable either directly or indirectly; Level 3 — unobservable inputs of which there is little or no market data, which require the Company to develop its own assumptions. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measure. The carrying amounts of accounts receivable, accounts payable, accrued expenses and other current liabilities approximate fair value due to the short-term nature of these instruments. Foreign Currency A majority of the Company’s revenues are generated in U.S. dollars. In addition, most of the Company’s costs are denominated and determined in U.S. dollars. Thus, the reporting currency of the Company is the U.S. dollar. The functional currency of the Company’s foreign subsidiaries is generally the local currency. The assets and liabilities of subsidiaries whose functional currency is a foreign currency are translated at the period-end exchange rates. Income statement items are translated at the average monthly rates for the year. The resulting translation adjustment is recorded as a component of accumulated other comprehensive (income) loss and is included in the Consolidated Statement of Stockholders’ Equity. For the years ended December 31, 2020, 2019, and 2018, the Company recorded an aggregate transaction loss of $0.5 million, an aggregate transaction gain of less than $0.1 million, and an aggregate transaction loss of $0.5 million, respectively. The aggregate transaction gains or losses were recorded in the Consolidated Statement of Operations and Comprehensive Income. Cash and Cash Equivalents The Company considers all short-term highly liquid investments with an original maturity at the date of purchase of three months or less to be cash equivalents. Pursuant to the Company’s investment policy, its surplus funds are kept as cash or cash equivalents in money market and savings accounts to reduce its exposure to market risk. Trade Receivables Net of Allowances for Doubtful Accounts Trade receivables are non-interest bearing and are stated at gross invoice amounts. A receivable is recorded when the Company has an unconditional right to receive payment based on the satisfaction of performance obligations, such that only the passage of time is required before consideration is due, regardless of whether amounts are billed or unbilled. Included in trade receivables on the Consolidated Balance Sheets are unbilled receivable balances which have not yet been invoiced. The Company estimates its allowance for doubtful accounts by evaluating specific accounts where information indicates the customers may have an inability to meet financial obligations, such as bankruptcy proceedings and receivable amounts outstanding for an extended period beyond contractual terms. In these cases, the Company uses assumptions and judgment, based on the best available facts and circumstances, to either record a specific allowance against these customer balances or to write the balances off. Write-offs of accounts receivable are taken in the period when the Company has exhausted its efforts to collect overdue and unpaid receivables or otherwise has evaluated other circumstances that indicate that the Company should abandon such efforts. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets on the Consolidated Balance Sheets consistent primarily of prepaid taxes, other general prepaid expenses, restricted cash, and value added tax assets. Any expenses paid prior to the related services being rendered are recorded as prepaid expenses and amortized over the period of service. Restricted cash represents amounts pledged as collateral for certain agreements with third parties. Upon satisfying the terms of the agreements, the funds are expected to be released and available for use by the Company. As of December 31, 2020 and 2019, the Company had less than $0.1 million and $0.4 million of restricted cash, respectively. As of December 31, 2020 and 2019, the Company had prepaid income taxes of $10.4 million and $0.9 million, respectively. Property, Plant and Equipment, Net Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the following estimated useful lives of the assets: Computer equipment 3 years Office furniture and equipment 4 Leasehold improvements 4 Assets under capital leases are recorded at their net present value at the inception of the lease. Assets under capital leases and leasehold improvements are amortized over the shorter of the related lease terms or their useful lives. Expenditures which significantly improve or extend the life of an asset are capitalized, while charges for routine maintenance and repairs are expensed during the year incurred. Capitalized Software Capitalized software, which is included in Property, plant and equipment, net, consists of costs to purchase and develop internal-use software, which the Company uses to provide services to its customers. The costs to purchase and develop internal-use software are capitalized from the time that the preliminary project stage is completed, and it is considered probable that the software will be used to perform the function intended. These costs include personnel and related employee benefits for employees directly associated with the software development and external costs of the materials or services consumed in developing or obtaining the software. Any costs incurred during subsequent efforts to upgrade and enhance the functionality of the software are also capitalized. Once this software is ready for use in the Company’s products, these costs are amortized on a straight-line basis over the estimated useful life of the software, which is 3 years. During the years ended December 31, 2020 and December 31, 2019, the Company capitalized $5.2 million and $3.1 million in internal-use software cost, respectively. Amortization expense was $1.4 million and $0.4 million on capitalized internal-use software costs during the years ended December 31, 2020 and December 31, 2019, respectively. This is included within depreciation expense on Property, plant and equipment, net. The Company did not capitalize software costs and recognize amortization expense in 2018 as the Company did not have a process in place to track costs. Leases The Company leases its facilities and meets the requirements to account for these leases as operating leases. For facility leases that contain rent escalations or rent concession provisions, the Company records its lease expense during the lease term on a straight-line basis over the term of the lease. The Company records the difference between the rent paid and the straight-line rent as a deferred rent liability. Leasehold improvements funded by landlords or allowances are recorded as leasehold improvement assets and a deferred rent liability which is amortized as a reduction of rent expense over the lesser of the term of the lease or life of the asset. The Company leases computer equipment that meet the requirements to account for these as capital leases. The Company records capital leases as an asset and an obligation at an amount equal to the present value of the minimum lease payments as determined at the beginning of the lease term. Depreciation of capitalized leased assets is computed over their useful life and is included in depreciation expense. Business Combinations The Company recognizes assets acquired and liabilities assumed at their fair value on the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill. Acquisition-related costs are expensed as incurred. Goodwill Goodwill represents the excess of purchase price over the fair value of tangible net assets and identifiable intangible assets of the businesses acquired. The valuation of goodwill involves the use of management’s estimates and assumptions. The carrying value of goodwill is not amortized, but rather, is evaluated for impairment at least annually, as of October 1, and, additionally on an interim basis, whenever events or changes in circumstances indicate that the carrying amount of goodwill will not be recoverable. The Company performs this evaluation by comparing the fair value of a reporting unit to its carrying value, including goodwill recorded by the reporting unit. The Company has a single reporting unit. The Company’s review for impairment includes an assessment of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative goodwill impairment test, which compares the fair value of the reporting unit with its carrying amounts. The Company estimates the fair value of its reporting unit considering both income and market-based approaches. The estimated fair value of a reporting unit is determined based on assumptions regarding estimated future cash flows, discount rates, long-term growth rates and market values. The Company completed its analyses for each of the years ended December 31, 2020, 2019, and 2018 and determined that there was no impairment of goodwill. Intangible Assets, Net Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. The estimated useful lives of the Company’s finite-lived intangible assets are as follows: Technology 4 Customer relationships 5 Trademarks 5 Impairment of Long-Lived Assets Long-lived assets, such as property and equipment and intangible assets subject to depreciation and amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than the Company had originally estimated. Recoverability of these assets is measured by comparison of the carrying amount of each asset or asset group to the future undiscounted cash flows the asset or asset group is expected to generate over their remaining lives. If the asset or asset group is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset or asset group. If the useful life is shorter than originally estimated, the Company amortizes the remaining carrying value over the new shorter useful life. There were no impairments recognized for the years ended December 31, 2020, 2019 and 2018. Debt Issuance Costs Prior to the Company’s New Revolving Credit Facility, as described in Footnote 8, Long-term Debt, the Company reflected debt issuance costs for the Prior Credit Facilities in the Consolidated Balance Sheets as a direct deduction from the gross amount, consistent with the presentation of a debt discount. Debt issuance costs for the Prior Credit Facilities were amortized to interest expense over the term of the underlying debt instrument, utilizing the effective interest rate method. For the New Revolving Credit Facility, debt issuance costs meet the definition of an asset and are recorded in the Consolidated Balances Sheets in Other Non-Current Assets. Debt issuance costs incurred for the New Revolving Credit Facility that were capitalized total $0.9 million. Debt issuance costs for the New Revolving Credit Facility are amortized to interest expense over the contractual term of the underlying debt instrument on a straight-line basis through the maturity date of the instrument of October 1, 2025. As of December 31, 2020 and December 31, 2019, remaining debt issuance costs were $1.4 million and $0.9 million, respectively. Revenue Recognition On January 1, 2019, the Company adopted Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers Revenue Recognition In accordance with ASC 606, the Company recognizes revenue under the core principle to depict the transfer of control to its customers in an amount reflecting the consideration to which it expected to be entitled. In order to achieve that core principle, the Company applies the following five-step approach: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when a performance obligation is satisfied. The Company’s contracts with customers may include multiple promised services, consisting of the various impression measurement services the Company offers. For all revenue channels, the Company identifies performance obligations by evaluating whether the promised goods and services are capable of being distinct and distinct within the context of the contract at contract inception. Promised goods and services that are not distinct at contract inception are combined as one performance obligation. Once the Company identifies the performance obligations, the Company will determine the transaction price based on contractually fixed amounts. The Company allocates the transaction price to each performance obligation based on the standalone selling price. The major sources of revenue include Advertiser Direct, Advertiser Programmatic, and Supply-Side Customers. Advertiser Direct and Advertiser Programmatic Revenue For Advertiser Direct revenue, advertisers can purchase the Company’s services to measure the quality and performance of ads purchased directly from digital properties, including publishers and social media platforms. Advertisers are provided access to the Company’s platform through the Company’s proprietary self-service software that provides the Company’s customers with access to data on all their digital ads and enables them to make changes to their ad strategies. In these arrangements, the customer pays a fee to the Company based on the ads measured. For Advertiser Programmatic revenues, advertisers purchase the Company’s services through programmatic platforms to evaluate the quality of ad inventories before they are purchased. Advertisers may purchase the Company’s service offering through a Demand-Side Platform that manages various ad campaign auctions and inventory on behalf of the advertisers. Customers elect to use the Company’s service of evaluating the quality of advertising inventory up for bid on an advertising exchange. The ability to provide these services to customers requires that the Company enter into product integration agreements with Demand-Side Platforms who in turn make the Company’s services available to advertisers. In these arrangements, the customer pays a fee to the Company (collected by the Demand-Side Platform) for the successful execution of the purchase of advertising inventory on an exchange. For Advertiser Direct and Advertiser Programmatic revenues, contracts with multiple performance obligations typically consist of services aimed at advertisers to help evaluate and ensure the success of a brand campaign by measuring authentic impressions. These services are generally delivered together as impressions are measured. Revenue is recognized over time, as the Company is providing services that the customer is continuously consuming and receiving benefit from or upon completion of the service. The Company considers the “right to invoice” practical expedient appropriate in the context of the Company’s contracts as this directly corresponds to the value of the Company’s performance to date. In this case, the Company’s pricing structure is (1) solely variable on the basis of the customer’s usage of the Company’s services, (2) is priced at a fixed rate per usage and (3) gives the entity the right to invoice the customer for its usage as it occurs. Supply-Side Customers Supply-Side Customer revenues consist of arrangements with publishers and other supply-side customers to provide them with software solutions and data analytics to enable them to maximize revenue from their digital advertising inventory. Certain arrangements include minimum guaranteed fees that reset monthly and are recognized on a straight-line basis over the access period, which is usually twelve months. For contracts that contain overages, once the minimum guaranteed amount is achieved, overages are recognized as earned over time based on a tiered pricing structure. Such revenues are recognized on an input method time-elapsed basis, as the Company is providing services that the customer is continuously consuming and receiving benefit from, and such recognition best depicts the transfer of control to the customer. Overages give rise to variable consideration that is allocated to the distinct periods to which the overage relates. Transactions that Involve Third Parties For transactions that involve third parties, the Company evaluates which party in the arrangement obtains control of the Company’s services (and is therefore the Company’s customer), which impacts whether the Company reports as revenue the gross amounts paid by the advertiser through the Demand-Side Platform or the net amount paid by the Company’s Demand-Side Platform partners. For certain arrangements, advertisers (“customers”) may purchase the Company’s service offering through a Demand-Side Platform that manages various ad campaign auctions and inventory on behalf of the advertisers. Customers elect to use the Company’s service of evaluating the quality of advertising inventory up for bid on an advertising exchange. The ability to provide these services to customers requires that the Company enter into product integration agreements with Demand-Side Platforms who in turn make the Company’s services available to advertisers. In these arrangements, the customer pays a fee to the Company (collected by the Demand-Side Platform) for the successful execution of the purchase of advertising inventory on an exchange. In these transactions, the Company transfers control of the Company’s services directly to the advertiser (who is the Company’s customer) and therefore revenue is recognized for the gross amount paid by the advertiser for the Company’s services. Specifically, the Company transfers control of the data that is influencing the purchasing decisions directly to the customer and the Company is primarily responsible for providing these services to the customer. That is, control of these services (or a right to these services) does not transfer to the Demand-Side Platform before they are transferred to the Company’s customers. Further, the Company has latitude in establishing the sales price with those customers as there is a fixed retail rate card that is included in the product integration agreements with the Demand-Side Platforms or are governed by contracts in place with the customers. Accordingly, the Company records revenue for the gross amounts paid by advertisers for these services and records the amounts retained by the Demand-Side Platforms as a cost of revenue. Contract assets relate to the Company’s conditional right to consideration for completed performance under the contract (e.g., unbilled receivables) and are included in Trade receivables, net of allowance for doubtful accounts. Costs to Fulfill or Obtain a Contract The Company recognizes direct fulfillment costs as an expense when incurred. These costs include commission programs to compensate employees for generating sales orders under the Company’s master services agreements or integration agreements, and are included in Sales, marketing, and customer support. The Company has not incurred incremental costs to obtain contracts during the periods ended December 31, 2020, 2019 and 2018, respectively. Operating Expenses Cost of revenue includes platform hosting fees, data center costs, software and other technology expenses and other costs directly associated with data infrastructure. Cost of revenue also includes personnel costs including salaries, bonuses, stock-based compensation, employee benefit costs, commissions related to revenue share arrangements with Demand-Side Platforms, and allocated overhead expenses for personnel who provide the Company’s customers with support in implementing and using the Company’s software platform. Cost of revenues excludes depreciation and amortization. Product development expenses consist primarily of personnel costs, including salaries, bonuses, stock-based compensation, employee benefits costs, and allocated overhead expenses inclusive of engineering, product and technical operation expenses, third-party consultant costs associated with the ongoing research, development and maintenance of the Company’s software platform. Technology and development costs are expensed as incurred, except to the extent that such costs are associated with software development that qualifies for capitalization, which are then recorded as capitalized software and included in Property, plant and equipment, net on the Company’s Consolidated Balance Sheets. Sales, marketing and customer support expenses consist primarily of personnel costs, including salaries, bonuses, stock-based compensation, employee benefits costs, commission costs, and allocated overhead expenses for the Company’s sales, marketing and customer support personnel. Sales, marketing, and customer support expense also include costs for market development programs, advertising costs, attendance at events and trade shows, promotional and other marketing activities. Advertising costs include expenses associated with direct marketing but exclude the costs of attendance at events and trade shows. Advertising costs were less than $0.1 million, $0.1 million, and nil for the years ended December 31, 2020, 2019 and 2018, respectively. Commissions costs are expensed as incurred. General and administrative expenses consist primarily of personnel costs, including salaries, bonuses, stock-based compensation, employee benefits costs and other overhead expenses associated with the Company’s executive, finance, legal, human resources, compliance, and other administrative personnel, as well as accounting, tax, and legal professional services fees, rent, bad debt expense and other overhead expense related to human resource and finance activities, as well as other corporate costs including offering costs. For the year ended December 31, 2020, the Company recorded $0.9 million in recoveries from business interruption insurance classified in General and administrative in the Consolidated Statement of Operations and Comprehensive Income. The insurance recovery related to investigating and remediating certain information technology and cybersecurity matters that occurred in the year. There were no recoveries from business interruption insurance for the years ended December 31, 2019 and 2018, respectively. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. The Company maintains cash deposits with financial institutions that, from time to time, exceed applicable insurance limits. The Company reduces this risk by maintaining such deposits with high quality financial institutions that management believes are creditworthy. Cash and cash equivalents are maintained with several financial institutions domestically and internationally. The combined account balances held on deposit at each institution typically exceed Federal Deposit Insurance Corporation (“FDIC”) insurance coverage and, as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. The Company monitors this credit risk and makes adjustments to the concentrations as necessary. As of December 31, 2020 and 2019, the Company had deposits of $29.0 million and $7.5 million, respectively, which exceeded the FDIC insurance coverage amounts. With respect to accounts receivable, credit risk is mitigated by the Company’s ongoing credit evaluation of its customers’ financial condition. No single customer accounted for more than 10 percent of trade receivables for the years ended December 31, 2020 and 2019. With respect to revenues, no single customer accounted for more than 10% of revenues for the years ended December 31, 2020, 2019 and 2018. Other (Income) Expense, Net Other (income) expense, net primarily consists of interest income, change in fair value associated with contingent considerations, loss on extinguishment of debt, and the impact of foreign currency transaction gains and losses associated with monetary assets and liabilities. Income Taxes Income taxes are accounted for using the asset and liability method. Deferred income taxes are provided for temporary differences in recognizing certain income, expense and credit items for financial reporting purposes and tax reporting purposes. Such deferred income taxes primarily relate to the difference between the tax bases of assets and liabilities and their financial reporting amounts. Deferred tax assets and liabilities are measured by applying enacted statutory tax rates applicable to the future years in which deferred tax assets or liabilities are expected to be settled or realized. Excess tax benefits and tax deficiencies are recognized in the income tax provision in the period in which they occur. The Company records a valuation allowance when it determines, based on available positive and negative evidence, that it is more-likely-than-not that some portion or all of its deferred tax assets will not be realized. The Company determines the realizability of its deferred tax assets primarily based on the reversal of existing taxable temporary differences and projections of future taxable income (exclusive of reversing temporary differences and carryforwards). In evaluating such projections, the Company considers its history of profitability, the competitive environment, and general economic conditions. In addition, the Company considers the time frame over which it would take to utilize the deferred tax assets prior to their expiration. For certain tax positions, the Company uses a more-likely-than-not threshold based on the technical merits of the tax position taken. Tax positions that meet the more-likely-than-not recognition threshold are measured at the largest amount of tax benefits determined on a cumulative probability basis, which are more-likely-than-not to be realized upon ultimate settlement in the financial statements. The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. On December 22, 2017, U.S. tax reform legislation known as the Tax Cuts and Jobs Act (the “TCJA”) was signed into law. As of December 31, 2018, the Company’s accounting for the TCJA has been completed. The Company has determined the effects of certain provisions, including but not limited to: a reduction in the corporate tax rate from 35% to 21%, a limitation of the deductibility of certain officers’ compensation, a limitation on the current deductibility of net interest expense in excess of 30% of adjusted taxable income, a limitation of net operating losses generated after 2018 to 80% of taxable income, an incremental tax (base erosion anti-abuse or “BEAT”) on excessive amounts paid to foreign related parties, and a minimum tax on certain foreign earnings in excess of 10% of the foreign subsidiaries tangible assets (global intangible low- taxed income or “GILTI”). As part of its GILTI review, the Company has determined that it will account for GILTI income as it is generated (i.e., treat it as a period expense). In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (SEC Update) The COVID-19 pandemic has a global reach, and many countries are introducing measures that provide relief to taxpayers in a variety of ways. In March 2020, the U.S. government enacted tax legislation containing provisions to support businesses during the COVID-19 pandemic (the “CARES Act”), including deferment of the employer portion of certain payroll taxes, refundable payroll tax credits, and technical amendments to tax depreciation methods for qualified improvement property. The CARES Act did not have a material impact on the Company’s income tax provision for the year ended December 31, 2020. Stock-Based Compensation The Company accounts for stock-based compensation awards issued to its employees and members of its Board of Directors (the “Board”) in accordance with ASC 718, Compensation — Stock Compensation Stock-based compensation is measured at grant date based on the estimated fair value of the award and is expensed on a straight-line basis over the requisite service period net of an estimated forfeiture rate. The Company uses historical data to estimate forfeitures. The Company’s stock-based compensation awards relate to restricted stock units and stock options. The fair value of restricted stock unit awards is determined on the grant date based on the grant date stock price or a Monte Carlo Simulation model in instances where a market c |
Revenue_2
Revenue | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Revenue | ||
Revenue | 3. Revenue The following table disaggregates revenue between advertiser customers, where revenue is generated based on number of ads measured for Direct or measured and purchased for Programmatic, and supply-side customers, where revenue is generated based on contracts with minimum guarantees or contracts that contain overages after minimum guarantees are achieved. Disaggregated revenue by customer type is as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2021 2020 2021 2020 Advertiser - direct $ 34,057 $ 27,582 $ 93,260 $ 73,476 Advertiser - programmatic 41,902 28,044 113,694 76,023 Supply-side customer 7,139 5,411 20,254 15,777 Total revenue $ 83,098 $ 61,037 $ 227,208 $ 165,276 Contract assets relate to the Company’s conditional right to consideration for completed performance under the contract (e.g., unbilled receivables). Trade receivables, net of allowance for doubtful accounts, include unbilled receivable balances of $36.1 million and $44.9 million as of September 30, 2021 and December 31, 2020, respectively. | 3. Revenue The following table disaggregates revenue between advertiser customers, where revenue is generated based on number of ads measured for Direct or measured and purchased for Programmatic, and supply-side customers, where revenue is generated based on contracted minimum guarantees and tiered pricing when guarantees are met. Disaggregated revenue by customer type is as follows: For the Years Ended December 31, (in thousands) 2020 2019 2018 Advertisers — direct $ 106,422 $ 84,423 $ 60,122 Advertisers — programmatic 116,115 83,475 36,866 Supply‑side customer 21,380 14,765 7,316 Total Revenue $ 243,917 $ 182,663 $ 104,304 Contract assets relate to the Company’s conditional right to consideration for completed performance under the contract (e.g., unbilled receivables). Trade receivables, net of allowance for doubtful accounts, include unbilled receivable balances of $44.9 million and $25.1 million as of December 31, 2020 and December 31, 2019, respectively. The increase in unbilled receivable balances was driven by an increase in revenue. For the year ended December 31, 2020, as a concession to a Demand-Side Platform partner, the Company agreed to pay $4.6 million to that partner for amounts that were incorrectly billed by the partner and remitted to the Company in the period from January 2018 through December 2019. This concession was recognized as a reduction of revenue. |
Business Combinations_2
Business Combinations | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Business Combinations | ||
Business Combinations | 4. Business Combinations Meetrics GmbH On August 31, 2021, the Company acquired all of the outstanding stock of Meetrics GmbH (“Meetrics”). Meetrics was founded in 2008 in Berlin, Germany and is a European-based ad verification provider – offering comprehensive media quality measurement solutions across viewability, fraud, brand safety and suitability. The aggregate net cash purchase price was $24.3 million. This acquisition expands DoubleVerify’s international presence as substantially all of Meetrics’ customer base and business operations are based in Europe, the Middle East, and Africa. The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date: (in thousands) Acquisition Date Assets: Cash and cash equivalents $ 1,007 Trade receivables 948 Other assets 96 Property, plant and equipment 27 Intangible assets: Technology 2,245 Customer relationships 7,208 Trademarks 47 Non-compete agreements 71 Total intangible assets 9,571 Goodwill 17,057 Total assets acquired $ 28,706 Liabilities: Trade payables $ 145 Other current liabilities 345 Deferred tax liability 2,886 Total liabilities assumed 3,376 Total purchase consideration $ 25,330 Cash acquired (1,007) Net cash purchase price 24,323 The acquired intangible assets of Meetrics will be amortized over their estimated useful lives. Accordingly, customer relationships will be amortized over fourteen years, developed technology will be amortized over four years, non-compete agreements will be amortized over two years, and trademarks will be amortized over one year. The total weighted-average useful life of the acquired intangible assets as of September 30, 2021 is 11.4 years. The Company recognized a deferred tax liability of $2.9 million in relation to the intangible assets acquired. The goodwill and identified intangible assets are not deductible for tax purposes. The Company incurred acquisition-related transaction costs of $0.7 million included in General and Administrative expenses in the Condensed Consolidated Statement of Operations and Comprehensive Income for the three and nine months ended September 30, 2021. The goodwill associated with Meetrics includes the acquired assembled work force, the value associated with the opportunity to leverage the work force to continue to develop the future generations of verification technology assets, as well as the ability to grow the Company through adding additional customer relationships or new solutions in the future. The preliminary allocations of the purchase price for Meetrics are subject to revisions as additional information is obtained about the facts and circumstances that existed as of the acquisition date. The revisions may have a significant impact on the accompanying condensed consolidated financial statements. The allocations of the purchase price will be finalized once all information is obtained and assessed, not to exceed one year from the acquisition date. The acquisition of Meetrics was immaterial to the Company's Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2021 and 2020, and therefore, supplemental information disclosure on an unaudited pro forma basis is not presented. Zentrick NV On February 15, 2019, the Company acquired all of the outstanding stock of Zentrick NV (“Zentrick”). Zentrick, headquartered in Ghent, Belgium is a digital video technology company that provides middleware solutions that increase the performance of online video advertising for brand advertisers, advertising platforms and publishers. This acquisition integrates technology into the Company’s suite of products related to advertising viewability specifically on video formats, a growing segment of the advertising market and critical for the delivery of verification services to social platforms and CTV. The aggregate purchase price consists of 1) $23.2 million paid in cash at closing, which excluded closing adjustments of approximately $0.2 million paid in April 2019 2) $0.1 million in holdback payment of which 50% was payable 12 months after the closing date, and the remaining 50% was payable 24 months after the closing date and 3) up to $17.3 million of performance-based deferred payments that comprises two components (the “Zentrick Deferred Payment Terms”). The first component has a $4.0 million maximum payment related to four milestone tranches of $1.0 million each based on achievement of certain product milestones (“technical milestones”). The second component has a total maximum payment of $13.0 million and varies based upon certain revenue targets in fiscal 2019, 2020, and 2021 (“revenue targets”). Under the Zentrick Deferred Payment Terms, a portion of the technical milestones and revenue targets have been accounted at fair value as contingent consideration in the business combination with the remaining portion being accounted for as compensation expense under ASC 710, Compensation - General As of September 30, 2021, the technical milestone and revenue target components of the contingent consideration had a fair value of $1.2 million and $0.5 million, respectively, and is recorded in Contingent Considerations Current in the Condensed Consolidated Balance Sheets. There was no As of September 30, 2021, the technical milestone and revenue target components treated as compensation cost total $1.1 million and is included in Other Current Liabilities in the Condensed Consolidated Balance Sheets. For the three months ended September 30, 2021, there were no charges to the Condensed Consolidated Statements of Operations and Comprehensive Income. For the nine months ended September 30, 2021, less than $0.1 million was charged to the Condensed Consolidated Statements of Operations and Comprehensive Income. Less than $0.1 million and $0.2 million were charged to the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2020, respectively. | 4. Business Combinations Ad-Juster, Inc. On October 29, 2019, the Company acquired all the outstanding stock of Ad-Juster, Inc. (“Ad-Juster”), a cloud-based SaaS provider of unified data reporting and analytics solutions for digital advertising publishers. Ad-Juster products allow publishers to compile, analyze, and share data to maximize digital advertising revenue and streamline digital advertising operations across multiple platforms. Acquiring Ad-Juster creates a holistic measurement and analytics solution across the entire digital ecosystem, enhancing the Company’s current suite of products provided to Supply-Side customers. The purchase price related to this acquisition was $35.5 million in cash which included closing adjustments of approximately $0.2 million paid in February 2020. Upon acquisition, the Company used $1.8 million in cash to pay down Ad-Juster’s vested stock options, which was included in the consideration transferred. The Ad-Juster acquisition was financed with available cash drawn down from the Company’s Prior Delayed Draw Term Loan, as described in Footnote 8, Long-term Debt. The following table summarizes the final fair value of assets acquired and liabilities assumed as of the acquisition date: (in thousands) Assets Cash and cash equivalents $ 2,484 Trade receivables 788 Prepaid expenses and other current assets 163 Property, plant and equipment 151 Intangible assets Technology 4,750 Trademarks 490 Customer Relationships 1,470 Total Intangible Assets 6,710 Goodwill 28,940 Total assets acquired $ 39,236 Liabilities Deferred tax liabilities $ 957 Trade payables 358 Accrued expenses 478 Other current liabilities 131 Total liabilities assumed 1,924 Total purchase consideration $ 37,312 The acquired intangible assets of Ad-Juster are amortized over their estimated useful lives. Accordingly, trademark will be amortized over five years, customer relationships will be amortized over ten years and developed technology will be amortized over four The goodwill and identified intangible assets are not deductible for tax purposes. The Company incurred acquisition-related transaction costs of $1.0 million for the year ended December 31, 2019, which are included in General and administrative expense in the Consolidated Statements of Operations and Comprehensive Income. The financial results of Ad-Juster were included in the Company’s Consolidated Financial Statements from the date of acquisition and the results included in the periods presented for the acquisition are not material. The pro forma impact of the Ad-Juster acquisition is not material to the Company’s overall consolidated operating results and therefore is not presented. Zentrick NV On February 15, 2019, the Company acquired all of the outstanding stock of Zentrick NV (“Zentrick”). Zentrick, headquartered in Ghent, Belgium is a digital video technology company that provides middleware solutions that increase the performance of online video advertising for brand advertisers, advertising platforms and publishers. This acquisition integrates technology into The Company’s suite of products related to advertising viewability specifically on video formats, a growing segment of the advertising market and critical for the delivery of verification services to social platform and connected TV. The aggregate purchase price consists of 1) $23.2 million paid in cash in closing, which excluded closing adjustments of approximately $0.2 million paid in April 2019 2) $0.1 million in holdback payment of which 50% was payable 12 months after the closing date, and the remaining 50% payable 24 months after the closing date 3) up to $17.3 million of performance-based deferred payments comprised of two components. The first component has a $4.0 million maximum payment related to four milestone tranches of $1.0 million each based on achievement of certain product milestones (“technical milestones”). The second component has a total maximum payment of $13.0 million and varies based upon certain revenue targets in fiscal 2019, 2020, and 2021 (“revenue targets”). Under the terms of the deferred payment, approximately $2.4 million of the technical milestones and $5.6 million of the revenue targets is accounted for as consideration in the business combination, and approximately $1.6 million of the technical milestones and $7.4 million of the revenue targets is compensation expense under ASC 710. As of December 31, 2020, the technical milestone and revenue target components of the contingent consideration had a fair value of $1.7 million, of which $1.2 million and $0.5 million are recorded in Contingent Considerations Current and Non-Current, respectively, in the Consolidated Balance Sheets. For the year ended December 31, 2020, the Company recorded a $0.9 million unrealized gain for the change in fair value in the Consolidated Statement of Operations and Comprehensive Income. For the year ended December 31, 2019, $1.1 million of unrealized gains were charged to the Statement of Operations and Comprehensive Income. This decrease in fair value is due to actual 2020 revenues falling below the milestone target, a decrease in forecasted 2021 revenues for the 2021 revenue target, and changes in estimates related to the timing of achievement of two of the four technical milestones by approximately 6 months. As of December 31, 2020, the technical milestone and revenue target components treated as compensation cost total $1.1 million, of which $0.8 million and $0.3 million and are included in Other Current Liabilities and Other Non-Current Liabilities, respectively, in the Consolidated Balance Sheets. For the year ended December 31, 2020, $0.2 million were charged to and classified as Product development expense in the Consolidated Statements of Operations and Comprehensive Income respectively. For the year ended December 31, 2019, $1.7 million were charged to and classified as Product development expense in the Statement of Operations and Comprehensive Income. The following table summarizes the components of purchase price that constitutes the consideration transferred: (in thousands) Cash $ 23,417 Fair value of contingent consideration — technical milestones 2,319 Fair value of contingent consideration — revenue targets 2,370 Fair value of deferred payment 100 Total $ 28,206 The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date: (in thousands) Assets Cash and cash equivalents $ 724 Trade receivables 454 Other assets 164 Intangible assets Technology 4,700 Customer Relationships 150 Total Intangible Assets 4,850 Goodwill 24,241 Total assets acquired $ 30,433 Liabilities Deferred tax liabilities $ 1,431 Trade payables 117 Other current liabilities 679 Total liabilities assumed 2,227 Total purchase consideration $ 28,206 The acquired intangible assets of Zentrick are amortized over their estimated useful lives. Accordingly, customer relationships will be amortized over five years and developed technology will be amortized over five years. For the year ended December 31, 2020 and 2019, amortization for the acquired intangible assets was $1.0 and $0.8 million, respectively. The Company recognized a deferred tax liability of $1.4 million in relation to the intangible assets acquired. The goodwill and identified intangible assets are not deductible for tax purposes. The Company incurred acquisition-related transaction costs of $0.6 million for the year ended December 31, 2019, which are included in General and administrative expenses in the Consolidated Statements of Operations and Comprehensive Income. The financial results of Zentrick were included in the Company’s Consolidated Financial Statements from the date of acquisition and the results included in the periods presented for the acquisition are not material. The pro forma impact of the Zentrick acquisition is not material to the Company’s overall consolidated operating results and therefore is not presented. Leiki Oy On December 27, 2018, the Company acquired all of the outstanding stock of Leiki Oy (“Leiki”). Leiki is headquartered in Helsinki, Finland and provides contact and contextual classification services in multiple languages for digital text and video data to brands and publishers worldwide. This acquisition expands contextual targeting into programmatic segments and provides content classification to publishers for greater optimization. The aggregate purchase price consists of 1) $13.1 million paid in closing in cash 2) working capital adjustment to be paid within 1 year, and 3) holdback payment of approximately $4.1 million of which 50% is payable 12 months after the closing date, and the remaining 50% payable 18 months after the closing date. Upon acquisition, the Company used $0.6 million in cash to pay down Leiki’s vested stock options, which was included in the consideration transferred. The total consideration transferred was $17.8 million. The cash consideration transferred was $13.9 million, including closing adjustments of $0.2 million that was paid in 2019. The holdback payment is not contingent on a future event occurring or condition being met but based solely on the passage of time, therefore the holdback payment is not accounted for as a contingent consideration. The holdback payment is initially measured at fair value on the acquisition date and the deferred payment is included in the total cash consideration transferred. During the year ended December 31, 2019, the company paid $2.0 million, and therefore the deferred payment balance was $2.0 million and $3.9 million as of December 31, 2019 and 2018, respectively, which is presented in liabilities in the Consolidated Balance Sheets. The remaining deferred payment of $2.0 million was fully paid during the year ended December 31, 2020. The following table summarizes the components of purchase price that constitutes the consideration transferred: (in thousands) Cash $ 13,865 Fair value of deferred payments 3,932 Total $ 17,797 The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date: (in thousands) Assets Cash and cash equivalents $ 2,240 Trade receivables 595 Property, plant and equipment 6 Intangible assets Technology 3,000 Customer Relationships 100 Total Intangible Assets 3,100 Goodwill 13,909 Total assets acquired $ 19,850 Liabilities Deferred tax liabilities $ 912 Trade payables 607 Accrued expenses 534 Total liabilities assumed 2,053 Total purchase consideration $ 17,797 The acquired intangible assets of Leiki are amortized over their estimated useful lives. Accordingly, customer relationships will be amortized over five years and developed technology will be amortized over five years. Amortization for the acquired intangible assets was $0.6 million each for the years ended December 31, 2020 and 2019, and nil for the year ended December 31, 2018. The Company recognized a deferred tax liability of $0.9 million in relation to the intangible assets acquired. The goodwill and identified intangible assets are not deductible for tax purposes. The Company incurred acquisition-related transaction costs of $0.5 million for the year ended December 31, 2018, which are included in General and administrative expenses in the Consolidated Statements of Operations and Comprehensive Income. The financial results of Leiki Oy were included in the Company’s Consolidated Financial Statements from the date of acquisition and the results included in the periods presented for the acquisition are not material. The pro forma impact of the Leiki acquisition is not material to the Company’s overall consolidated operating results and therefore is not presented. The goodwill associated with the Company’s acquisitions include the acquired assembled work force, the value associated with the opportunity to leverage the work force to continue to develop the technology assets, as well as the ability to grow the Company through adding additional customer relationships or new solutions in the future. |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets | ||
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets As of September 30, 2021 and December 31, 2020, the carrying value of goodwill was $244.7 million and $227.3 million, respectively. The total change in the carrying value of goodwill was primarily related to $17.1 million from the Meetrics acquisition. The remaining change in goodwill was deemed immaterial. The following table summarizes the Company’s intangible assets and related accumulated amortization: September 30, 2021 December 31, 2020 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying (in thousands) Amount Amortization Amount Amount Amortization Amount Trademarks and brands 11,736 (3,200) 8,536 11,690 (2,562) 9,128 Customer relationships 109,301 (34,194) 75,107 102,220 (27,720) 74,500 Developed technology 65,599 (31,604) 33,995 63,210 (25,128) 38,082 Non-compete agreements 69 (2) 67 — — — Total intangible assets $ 186,705 $ (69,000) $ 117,705 $ 177,120 $ (55,410) $ 121,710 Amortization expense for the three months ended September 30, 2021 and September 30, 2020 is $4.6 million and $4.4 million, respectively. Amortization expense related to intangible assets amounted to $13.5 million and $13.4 million for the nine months ended September 30, 2021 and September 30, 2020, respectively. Estimated future expected amortization expense of intangible assets as of September 30, 2021 is as follows: (in thousands) 2021 $ 4,755 2022 19,001 2023 18,929 2024 17,303 2025 15,146 2026 10,283 Thereafter 32,288 Total $ 117,705 The weighted-average remaining useful life by major asset classes as of September 30, 2021 is as follows: (In years) Trademarks and brands 11 Customer relationships 8 Developed technology 4 Non-compete agreements 2 There were no impairments identified during the nine months ended September 30, 2021 or September 30, 2020. | 5. Goodwill and Intangible Assets The following is a summary of changes to the goodwill carrying value from December 31, 2018 through December 31, 2019: Goodwill as of December 31, 2018 $ 174,204 Business combinations (Zentrick and Ad‑Juster) 53,181 Foreign exchange impact (36) Goodwill as of December 31, 2019 $ 227,349 There were no changes to the goodwill carrying value from December 31, 2019 through December 31, 2020. The foreign exchange impact on Goodwill was immaterial for the period. The following table summarizes the Company’s intangible assets and related accumulated amortization: As of December 31, 2020 As of December 31, 2019 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying (in thousands) Amount Amortization Amount Amount Amortization Amount Trademarks and brands 11,690 (2,562) 9,128 11,690 (1,718) 9,972 Customer relationships 102,220 (27,720) 74,500 102,220 (19,148) 83,072 Developed Technology 63,210 (25,128) 38,082 63,184 (16,607) 46,577 Total intangible assets $ 177,120 $ (55,410) $ 121,710 $ 177,094 $ (37,473) $ 139,621 Amortization expense related to intangible assets amounted to $17.9 million, $17.1 million, and $15.6 million for the years ended December 31, 2020, 2019 and 2018, respectively. Estimated future expected amortization expense of intangible assets as of December 31, 2020, is as follows: (in thousands) 2021 $ 17,860 2022 17,860 2023 17,825 2024 16,205 Thereafter 51,960 Total $ 121,710 The weighted-average remaining useful life by major asset classes as of December 31, 2020 is as follows: (In years) Trademarks and brands 11 Customer relationships 9 Developed Technology 5 There were no impairments identified during the years ended December 31, 2020, 2019 and 2018. |
Property, Plant and Equipment_3
Property, Plant and Equipment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment | ||
Property, Plant and Equipment | 6. Property, Plant and Equipment Property, plant and equipment, including equipment under capital lease obligations and capitalized software development costs, consists of the following: As of (in thousands) September 30, 2021 December 31, 2020 Computers and peripheral equipment $ 16,738 $ 14,577 Office furniture and equipment 1,104 1,124 Leasehold improvements 9,315 9,267 Capitalized software development costs 13,236 8,382 Less accumulated depreciation and amortization (23,700) (15,243) Total property, plant and equipment, net $ 16,693 $ 18,107 For the three months ended September 30, 2021 and 2020, total depreciation expense was $2.9 million and $1.6 million, respectively. For the nine months ended September 30, 2021 and 2020, total depreciation expense was $8.5 million and $4.7 million, respectively. Property and equipment financed through capital lease obligations, consisting of computer equipment, totaled $12.3 million and $10.7 million on September 30, 2021 and December 31, 2020, respectively. As of September 30, 2021 and December 31, 2020, accumulated depreciation related to property and equipment financed through capital leases totaled $9.4 million and $7.6 million, respectively. Refer to Note 13, Commitments and Contingencies. | 6. Property, Plant and Equipment, net Property, plant and equipment, net, including equipment under capital lease obligations and capitalized software development costs, consists of the following: As of December 31, December 31, (in thousands) 2020 2019 Computers and peripheral equipment $ 14,577 $ 12,666 Office furniture and equipment 1,124 387 Leasehold improvements 9,267 5,736 Capitalized software development costs 8,382 3,144 Less accumulated depreciation and amortization (15,243) (8,495) Total property, plant and equipment, net $ 18,107 $ 13,438 For the years ended December 31, 2020, 2019, and 2018 total depreciation expense was $6.7 million, $4.7 million and $3.0 million, respectively. Property and equipment financed through capital lease obligations, consisting of computer equipment, totaled $10.7 million and $9.0 million as of December 31, 2020 and 2019, respectively. As of December 31, 2020 and 2019, accumulated depreciation related to property and equipment financed through capital leases totaled $7.6 million and $5.2 million, respectively, refer to Footnote 14, Commitments and Contingencies. |
Fair Value Measurement_2
Fair Value Measurement | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Fair Value Measurement | ||
Fair Value Measurement | 7. Fair Value Measurement The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis: As of September 30, 2021 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 11,725 — — 11,725 Liabilities: Contingent consideration current — — 1,717 1,717 Contingent consideration non-current — — — — Total contingent consideration $ — $ — $ 1,717 $ 1,717 As of December 31, 2020 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Tota1 Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 2,474 $ — $ — $ 2,474 Liabilities: Contingent consideration current — — 1,198 1,198 Contingent consideration non-current — — 462 462 Total contingent consideration $ — $ — $ 1,660 $ 1,660 Cash equivalents consisting of money market funds of $11.7 million and money market funds and time deposits of $2.5 million as of September 30, 2021 and December 31, 2020, respectively, were classified as Level 1 of the fair value hierarchy and valued using quoted market prices in active markets. Contingent consideration relates to potential payments that the Company may be required to make associated with a business combination. To the extent that the valuations of these liabilities are based on inputs that are less observable or not observable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for measures categorized in Level 3. Rollforward of the fair value measurements of the contingent consideration categorized with Level 3 inputs as of September 30, 2021 is as follows: (in thousands) Balance at January 1, 2021 $ 1,660 Fair value adjustments 57 Payments during the year — Balance at September 30, 2021 $ 1,717 The fair value of the component of contingent consideration related to achievement of revenue targets have been estimated using a Monte Carlo model to simulate future performance of the acquired business under a risk-neutral framework; significant assumptions include a risk-adjusted discount rate of 13.5% and revenue volatility of 29.0%. The fair value of the component of contingent consideration related to achievement of four technical milestones have been estimated using situation-based modeling, which considers the probability-weighted present value of the expected payout amount. | 7. Fair Value Measurement The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis: As of December 31, 2020 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents: $ 2,474 $ — $ — $ 2,474 Liabilities: Contingent consideration current — — 1,198 1,198 Contingent consideration non‑current — — 462 462 Contingent consideration $ — $ — $ 1,660 $ 1,660 As of December 31, 2019 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents: $ 2,473 $ — $ — $ 2,473 Liabilities: Contingent consideration current — — 2,014 2,014 Contingent consideration non‑current — — 1,196 1,196 Contingent consideration $ — $ — $ 3,210 $ 3,210 Cash equivalents, consisting of money market funds and time deposits, of $2.5 million and $2.5 million as of December 31, 2020 and December 31, 2019, respectively, were classified as Level 1 of the fair value hierarchy and valued using quoted market prices in active markets. Contingent consideration relates to potential payments that the Company may be required to make associated with a business combination. To the extent that the valuations of these liabilities are based on inputs that are less observable or not observable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for measures categorized in Level 3. Rollforward of the fair value measurements of the contingent consideration categorized with Level 3 inputs for the years ended December 31, 2020 and December 31, 2019 is as follows: Balance at January 1, 2019 $ — Fair value at date of acquisition 4,689 Fair value adjustments (1,079) Payments during the year (601) Accretion expense 201 Balance at December 31, 2019 $ 3,210 Fair value adjustments (949) Payments during the year (601) Balance at December 31, 2020 $ 1,660 The fair value of the component of contingent consideration related to achievement of revenue targets have been estimated using a Monte Carlo model to simulate future performance of the acquired business under a risk-neutral framework; significant assumptions include a risk-adjusted discount rate of 12.7% and revenue volatility of 30.0% for December 31, 2020 and a risk-adjusted discount rate of 14.8% and revenue volatility of 23.0% for December 31, 2019. The fair value of the component of contingent consideration related to achievement of four technical milestones have been estimated using situation-based modeling, which considers the probability-weighted present value of the expected payout amount. |
Long-term Debt_2
Long-term Debt | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Long-term Debt. | ||
Long-term Debt | 8. Long-term Debt On October 1, 2020, DoubleVerify Inc., as borrower (the “Borrower”), and MidCo, as guarantor, entered into an amendment and restatement agreement with the banks and other financial institutions party thereto, as lenders, and Capital One, National Association, as administrative agent, letter of credit issuer and swing lender, and others, to (i) amend and restate the Prior Credit Agreement as defined in the Prospectus (the Prior Credit Agreement, as amended and restated on October 1, 2020, the “Credit Agreement”) and (ii) replace the Prior Credit Facilities (as defined in the Prospectus) with a new senior secured revolving credit facility (the “New Revolving Credit Facility”) in an aggregate principal amount of $150.0 million (with a letter of credit facility of up to $15.0 million as a sublimit). Subject to certain terms and conditions, the Borrower is entitled to request additional term loan facilities or increases in the revolving credit commitments under the New Revolving Credit Facility. The New Revolving Credit Facility is payable in quarterly installments for interest, with the principal balance due in full at maturity on October 1, 2025. Additional fees paid quarterly include fees for the unused revolving facility and unused letter of credit. The commitment fee on any unused balance is payable periodically and may range from 0.25% to 0.40% based upon the total net leverage ratio. The New Revolving Credit Facility bears interest at LIBOR plus 2.25% , which may vary from time to time based on the Borrower’s total net leverage ratio calculated in accordance with the Credit Agreement. The New Revolving Credit Facility contains a number of significant negative covenants. Subject to certain exceptions, these covenants require the Borrower to comply with certain requirements and restrictions to, among other things: incur indebtedness; create liens; engage in mergers or consolidations; make investments, loans and advances; pay dividends or other distributions and repurchase capital stock; sell assets; engage in certain transactions with affiliates; enter into sale and leaseback transactions; and make certain accounting changes. As a result of these restrictions, substantially all of the net assets of the Borrower are restricted from distribution to the Company or any of its holders of equity. The New Revolving Credit Facility has a first priority lien on substantially all of the assets of MidCo, the Borrower and Ad-Juster, Inc., the Company’s indirect subsidiary. The New Revolving Credit Facility requires the Borrower to remain in compliance with a maximum total net leverage ratio and a minimum fixed charge coverage ratio as defined in the Credit Agreement. As of September 30, 2021, the maximum total net leverage ratio and minimum fixed charge coverage ratio is 3.5x and 1.25x, respectively. The Borrower is in compliance with all covenants under the New Revolving Credit Facility as of September 30, 2021. On April 30, 2021 the Company used a portion of the proceeds from the IPO and the concurrent private placement to pay the outstanding balance. As of September 30, 2021 and December 31, 2020, there was $0 outstanding and $22.0 million outstanding under the New Revolving Credit Facility, respectively. | 8. Long-term Debt On September 20, 2017, DoubleVerify, as borrower, and Midco, as guarantor, entered into a senior secured credit facility with Capital One, National Association consisting of a $30 million term loan facility, a revolving loan facility of up to $7 million (collectively, the “Old Credit Facilities”), and a letter of credit facility of up to $3 million as a sublimit of the revolving loan facility. On July 31, 2018, DoubleVerify, as borrower, and Midco, as guarantor, entered into an amended and restated credit agreement (the “Prior Credit Agreement”) that amended and replaced the Old Credit Facilities, providing for a $55 million term loan facility with Capital One, National Association (the “Prior Term Loan”), a $20 million delayed draw term loan facility (the “Prior Delayed Draw Term Loan”), a revolving loan facility of up to $20 million (the “Prior Revolver” and, collectively with the Prior Term Loan and the Prior Delayed Draw Term Loan, the “Prior Credit Facilities”), and a letter of credit facility of up to $5 million as a sublimit of the Prior Revolver. The Prior Credit Facilities were used to refinance the Old Credit Facilities. The Prior Credit Facilities were payable in quarterly installments of $0.1 million, had an interest rate of LIBOR plus 3.75%, and were due in full at maturity on July 31, 2023. On October 1, 2020, DoubleVerify, as borrower, and Midco, as guarantor, entered into an amendment and restatement agreement with the banks and other financial institutions party thereto, as lenders, and Capital One, National Association, as administrative agent, letter of credit issuer and swing lender, and others, to (i) amend and restate the Prior Credit Agreement (the Prior Credit Agreement, as amended and restated on October 1, 2020, the “Credit Agreement”) and (ii) replace the Prior Credit Facilities with a new senior secured revolving credit facility (the “New Revolving Credit Facility”) in an aggregate principal amount of $150.0 million (with a letter of credit facility of up to $15.0 million as a sublimit). Subject to certain terms and conditions, the Borrower is entitled to request additional term loan facilities or increases in the revolving credit commitments under the New Revolving Credit Facility. The New Revolving Credit Facility is payable in quarterly installments for interest, with the principal balance due in full at maturity on October 1, 2025. Additional fees paid quarterly include fees for the unused revolving facility and unused letter of credit. The commitment fee on any unused balance is payable periodically and may range from 0.25% to 0.40% based upon the total net leverage ratio. The New Revolving Credit Facility bears interest at LIBOR plus 2.25%, which may vary from time to time based on DoubleVerify’s total net leverage ratio calculated in accordance with the Credit Agreement. In connection with the amended and restated agreement, the Company recorded a loss on extinguishment of $0.4 million in Interest expense (income) in the Consolidated Statements of Operations and Comprehensive Income. The New Revolving Credit Facility contains a number of significant negative covenants. Subject to certain exceptions, these covenants require DoubleVerify to comply with certain requirements and restrictions to, among other things: incur indebtedness; create liens; engage in mergers or consolidations; make investments, loans and advances; pay dividends or other distributions and repurchase capital stock; sell assets; engage in certain transactions with affiliates; enter into sale and leaseback transactions; and make certain accounting changes. As a result of these restrictions, substantially all of the net assets of DoubleVerify are restricted from distribution to the Company or any of its holders of equity. The New Revolving Credit Facility has a first priority lien on substantially all of the assets of Midco, DoubleVerify and Ad-Juster, Inc., the Company’s indirect subsidiary. The New Revolving Credit Facility requires DoubleVerify to remain in compliance with a maximum total net leverage ratio and a minimum fixed charge coverage ratio as defined in the Credit Agreement. Maximum total net leverage ratio is measured as consolidated total net indebtedness divided by consolidated adjusted earnings before interest, taxes, depreciation and amortization for the most recently ended twelve-month period for which financial statement have been delivered, as defined by the Credit Agreement. Minimum fixed charge coverage ratio is measured as the ratio of consolidated adjusted earnings before interest, taxes, depreciation, and amortization for the most recently ended twelve-month period for which financial statements have been delivered less the sum of consolidated capital expenditures, taxes, management fees, and restricted payments to consolidated interest expense for such period plus schedule principal payments of indebtedness, as defined by the Credit Agreement. As of December 31, 2020, the maximum total net leverage ratio and minimum fixed charge coverage ratio is 3.5x and 1.25x, respectively. DoubleVerify is in compliance with all covenants under the New Revolving Credit Facility as of December 31, 2020. DoubleVerify drew $90.0 million on the New Revolving Credit Facility at the close of the transaction to pay off the Prior Credit Facilities balance of $73.6 million as of September 30, 2020 and fund the repurchase of a former executive’s time-based options, as described in Footnote 12, Stock-Based Compensation for more information. On December 24, 2020, DoubleVerify paid $68.0 million of its outstanding balance under the New Revolving Credit Facility. As of December 31, 2020, $22.0 million was outstanding under the New Revolving Credit Facility due at maturity. |
Income Tax_2
Income Tax | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Income Tax | ||
Income Tax | 9. Income Tax The Company’s quarterly income tax provision is calculated using an estimated annual effective income tax rate ("ETR") based on actual historical information and forward-looking estimates. The Company’s estimated annual ETR may fluctuate due to changes in forecasted annual pre-tax income, changes in the jurisdictional mix of forecasted pre-tax income, and changes to actual or forecasted permanent book to tax differences (e.g., non-deductible expenses). In addition, the Company’s ETR for a particular reporting period may fluctuate as the result of changes to the valuation allowance for net deferred tax assets, the impact of anticipated tax settlements with federal, state, or foreign tax authorities, or the impact of tax law changes. The Company identifies items that are unusual and non-recurring in nature and treat these as discrete events. The tax effect of these discrete events is booked entirely in the quarter in which they occur. During the three and nine months ended September 30, 2021, the Company recorded an income tax provision of $3.3 million and $8.4 million, respectively, resulting in an effective tax rate of 29.2% and 89.3%, which includes an annualized effective tax provision of $3.3 million and $2.7 million (representing an effective tax rate of 29.2% and 29.1%) and discrete items relating primarily to transaction costs and state tax refunds of $0 and $5.6 million (representing an effective tax rate of 0.0% and 60.2%), respectively. During the three and nine months ended September 30, 2020, the Company recorded an income tax benefit of $1.4 million and an income tax provision of $2.0 million, respectively, resulting in an effective tax rate of (31.1%) and 13.8%, respectively. These effective tax rates differ from the U.S. federal statutory rate primarily due to the effects of differing treatment of transaction costs between book and tax, foreign tax rate differences, U.S. tax on foreign operations, and U.S. state/local taxes. The COVID-19 (as defined herein) pandemic has a global reach, and many countries are introducing measures that provide relief to taxpayers in a variety of ways. In March 2020, the U.S. government enacted tax legislation containing provisions to support businesses during the COVID-19 pandemic (the “CARES Act”), including deferment of the employer portion of certain payroll taxes, refundable payroll tax credits, and technical amendments to tax depreciation methods for qualified improvement property. The CARES Act did not have a material impact on the Company’s income tax provision for the three and nine months ended September 30, 2021. A valuation allowance has been established against a non-material amount of certain net foreign deferred tax assets and US tax loss carryforward. All other net deferred tax assets have been determined to be more likely than not realizable. The Company and its subsidiaries file income tax returns with the Internal Revenue Service (“IRS”) and various state and international jurisdictions. The Company’s Israeli subsidiary is under audit by the Israeli Tax Authority for the 2016-2018 tax years. This examination may lead to ordinary course adjustments or proposed adjustments to the Company’s taxes. Aside from this, the Company is not currently under audit in any other jurisdiction. On August 31, 2021, the Company acquired all of the outstanding stock of Meetrics, a German corporation, in a sale treated as a non-taxable event at the corporate level. The Company has calculated a preliminary tax basis balance sheet and deferred tax impact of the acquisition. The Company has recorded a deferred tax liability of $2.9 million relating to varying tax and book basis differences of intangible assets and goodwill. In addition, Meetrics maintains net operating loss carryforwards of approximately $5.0 million through December 31, 2020. Based on a preliminary review of all positive and negative evidence, it appears to not be more likely than not that Meetrics will be able to utilize these loss carryforwards. Therefore, a deferred tax asset of $1.5 million has been recorded, which is fully offset by a valuation allowance. | 9. Income Tax The components of income (loss) before income tax (benefit) provision are as follows: Year ended December 31, 2020 2019 2018 Domestic $ 10,017 $ 28,690 $ 2,454 Foreign 7,292 6,670 (474) Income before income taxes $ 17,309 $ 35,360 $ 1,980 Income tax provision (benefit) is as follows: Year ended December 31, (in thousands) 2020 2019 2018 Current Federal $ 176 $ 3,524 $ — State 636 4,776 594 Foreign 1,181 1,756 371 Total current tax provision $ 1,993 $ 10,056 $ 965 Deferred Federal $ (3,608) $ 1,830 $ (1,134) State (1,542) 151 (916) Foreign 13 16 (112) Total deferred tax provision (benefit) $ (5,137) $ 1,997 $ (2,162) Income tax provision (benefit) $ (3,144) $ 12,053 $ (1,197) A reconciliation of the statutory U.S. income tax rate to the effective income tax rate is as follows: Year ended December 31, 2020 2019 2018 Statutory federal tax rate 21.0 % 21.0 % 21.0 % State taxes (7.5) % 11.1 % (45.5) % Tax credits (7.3) % (2.2) % — % Foreign taxes (1.8) % 0.7 % 12.8 % Non‑deductible items and other (2.4) % 1.1 % 16.3 % Change in valuation allowance 2.3 % — % 4.4 % Change in statutory rates — % — % (83.1) % Changes in tax reserves 8.6 % 0.4 % 15.3 % Provision to return adjustment (13.5) % — % (1.6) % Global Intangible Low Tax Income 1.1 % 1.9 % — % Non‑cash compensation (18.7) % 0.1 % — % Effective tax rate (18.2) % 34.1 % (60.4) % Income Tax Provision (Benefit) The Company’s effective tax rate for the year ended December 31, 2020 was lower than the U.S. federal statutory income tax rate primarily due to the impact of non-deductible non-cash compensation, certain tax credits, foreign taxes, provision to return adjustments and the impact of other permanent book-tax differences. For the year ended December 31, 2019, the Company’s effective tax rate was higher than the U.S. federal statutory income tax rate primarily due to the impact of state and local income taxes, certain tax credits, and the impact of other permanent book-tax differences. For the year ended December 31, 2018, the Company’s effective tax rate was lower than the U.S. federal statutory income tax rate primarily due to a one-time tax benefit of return to provision adjustments related to deductible transaction costs, offset by state and local income taxes, changes in statutory rates, and other permanent book-tax differences. Deferred Income Taxes Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes. The following table details the components of deferred tax assets and liabilities as of December 31, 2020: As of December 31, (in thousands) 2020 2019 Deferred tax assets: Allowance for doubtful accounts $ 1,819 $ 1,366 Accrued expenses and other 5,307 4,026 Net operating losses 1,298 1,978 Gross deferred tax assets 8,424 7,370 Valuation allowance (484) (88) Net deferred tax assets $ 7,940 $ 7,282 Deferred tax liabilities: Purchased intangibles $ (35,561) $ (41,180) Depreciation and amortization (3,715) (2,574) Total deferred tax liabilities (39,276) (43,754) Net deferred tax liabilitiy $ (31,336) $ (36,472) The Company has not recorded a deferred tax liability for foreign withholding or other foreign local tax on the undistributed earnings from the Company’s international subsidiaries as such earnings are considered to be indefinitely reinvested. Tax Valuation Allowance The Company’s deferred tax assets and liabilities are primarily comprised of purchased intangibles, book to tax differences in depreciation and amortization, book and tax differing treatment of accruals, and net operating losses. As of each reporting date, management considers new evidence, both positive and negative, that could impact management’s view with regard to the future realization of deferred tax assets. As of December 31, 2020, (i) the Company’s taxable temporary differences will provide sufficient US future taxable income to realize the US deferred tax assets and (ii) the Company’s projected future pre-tax book income in the US and respective foreign countries is expected to provide sufficient taxable income to realize the deferred tax assets within each jurisdiction’s respective statutory carryforward period. Based on this analysis, the Company has concluded that it is more likely than not that the Company will realize most of its US and foreign deferred taxes assets. A valuation allowance is assessed to a small amount of foreign capital losses and US tax loss carryforwards. Net Operating Loss and Credit Carryforwards As of December 31, 2020, the Company had a Federal net operating loss carryforward of approximately $0.3 million and a state net operating loss carryforward of approximately $10.9 million. In addition, the Company had loss carryforwards for various foreign countries where the Company has business operations. The aggregate amount of foreign loss carryover is not material as of December 31, 2020. Federal net operating loss carryforwards can be used to offset against taxable income in the future and begin to expire in 2031. The Company utilized approximately $3.0 million and $2.7 million of Federal and state net operating loss carryforwards, respectively, in 2020. Utilization of Federal net operating loss carryforwards may be subject to annual limitations due to the “change in ownership” provisions of the Internal Revenue Code of 1986 and similar state provisions. The Company’s net operating loss carryforwards are subject to the annual limitation under Section 382 of the Internal Revenue Code. Uncertain Tax Positions The Company’s income tax returns are open to examination by federal and state authorities for the tax years ended December 31, 2016 and later. However, the Company believes that its tax positions are all highly certain of being upheld upon examination and intends to defend those positions if challenged by the Internal Revenue Services or another taxing jurisdiction. For uncertain tax positions, the Company uses a more-likely-than-not recognition threshold based on the technical merits of the tax position taken. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefits determined on a cumulative probability basis, which are more-likely-than-not to be realized upon ultimate settlement in the financial statements. The Company has unrecognized tax benefits, which are tax benefits related to uncertain tax positions which have been or will be reflected in income tax filings that have not been recognized in the financial statements due to potential adjustments by taxing authorities in the applicable jurisdictions. The Company’s liabilities for unrecognized tax benefits, which include interest and penalties, were $1.9 million and $0.6 million as of December 31, 2020 and 2019, respectively. The amount of unrecognized tax benefits that, if recognized, would affect the Company’s effective tax rate are $1.8 million and $0.5 million as of December 31, 2020 and 2019, respectively and include the federal tax benefit of state deductions. The Company anticipates that no unrecognized tax benefits will reverse during the next year due to the expiration of statutes of limitation. Changes in the Company’s unrecognized tax benefits are as follows: For the Years Ended December 31, (in thousands) 2020 2019 Beginning balance $ 595 $ 383 Increase related to tax positions of prior years — — Increase related to tax positions of the current year 1,496 212 Decrease related to tax positions of prior years (212) — Decrease due to lapse in statutes of limitations — — Ending balance $ 1,879 $ 595 |
Earnings Per Share_2
Earnings Per Share | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Earnings Per Share | ||
Earnings Per Share | 10. Earnings Per Share The following table reconciles the numerators and denominators used in computations of the basic and diluted EPS for the three and nine months ended September 30: Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Numerator: Net Income (basic and diluted) $ 7,924 $ 5,805 $ 1,000 $ 12,323 Denominator: Weighted-average common shares outstanding 158,045 139,841 144,305 139,779 Dilutive effect of share-based awards 9,000 6,713 9,242 7,064 Weighted-average dilutive shares outstanding 167,045 146,554 153,547 146,843 Basic earnings per share $ 0.05 $ 0.04 $ 0.01 $ 0.09 Diluted earnings per share $ 0.05 $ 0.04 $ 0.01 $ 0.08 Approximately 4.6 million, and 4.3 million weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation in the three and nine months ended September 30, 2021, respectively, because they were antidilutive. Approximately 9.2 million, and 7.5 million weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation in the three and nine months ended September 30, 2020, respectively, because they were also antidilutive. | 11. Earnings Per Share The following table reconciles the numerators and denominators used in computations of the basic and diluted EPS: For the Years Ended December 31, 2020 2019 2018 Numerator: Net Income (basic and diluted) $ 20,453 $ 23,307 $ 3,177 Denominator: Weighted‑average common shares outstanding 138,072 139,650 139,588 Dilutive effect of stock based awards 7,372 3,396 — Weighted‑average dilutive shares outstanding 145,443 143,046 139,588 Basic earnings per share $ 0.15 $ 0.17 $ 0.02 Diluted earnings per share $ 0.14 $ 0.16 $ 0.02 Approximately 7,516, 9,265, and 17,962 weighted average shares issuable under stock-based awards were not included in the diluted EPS calculation for the years ended December 31, 2020, 2019 and 2018, respectively, because they were antidilutive. |
Stock-Based Compensation_2
Stock-Based Compensation | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Stock-Based Compensation | ||
Stock-Based Compensation | 11. Stock-Based Compensation Employee Equity Incentive Plan On September 20, 2017, the Company established its 2017 Omnibus Equity Incentive Program (the “2017 Plan”) which provides for the granting of equity based awards to certain employees, directors, independent contractors, consultants and agents. Under the 2017 Plan, the Company may grant non-qualified stock options, stock appreciation rights, restricted stock units, and other stock-based awards for up to 22,182 shares of common stock. On April 19, 2021 the Company established its 2021 Omnibus Equity Incentive Plan (“2021 Equity Plan”). The maximum number of shares of common stock available for issuance under the 2021 Equity Plan is equal to the sum of (i) 30,000 shares of common stock and (ii) an annual increase on the first day of each year beginning in 2022 and ending in and including 2031, equal to the lesser of (A) five percent (5%) of the outstanding shares of common stock on the last day of the immediately preceding fiscal year and (B) such lesser amount as determined by the Board’s compensation committee. The 2021 Equity Plan provides for the grant of stock options (including qualified incentive stock options and nonqualified stock options), stock appreciation rights, restricted stock, restricted stock units, dividend equivalents, and other stock or cash settled incentive awards. Any shares covered by an award, or portion of an award, granted under the 2021 Equity Plan that expires or is forfeited, canceled, cash-settled, or otherwise terminated for any reason will again be available for the grant of awards under the 2021 Equity Plan. Options become exercisable subject to vesting schedules up to four years from the date of the grant and subject to certain timing restrictions upon an employee’s separation of service and no later than 10 years after the grant date. Restricted stock units are subject to vesting schedules up to four years from the date of the grant and subject to certain timing restrictions upon an employee’s separation. A summary of stock option activity as of and for the nine months ended September 30, 2021 and December 31, 2020 is as follows: Stock Option Weighted Average Remaining Number of Weighted Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of December 31, 2020 14,713 $ 4.47 7.79 $ 181,914 Options granted 1,707 30.95 — — Options exercised (1,710) 3.28 — — Options forfeited (271) 7.15 — — Outstanding as of September 30, 2021 14,439 $ 7.70 7.41 $ 383,974 Options expected to vest as of September 30, 2021 4,136 $ 16.20 8.90 $ 75,637 Options exercisable as of September 30, 2021 6,404 $ 3.68 6.70 $ 195,205 Stock options include grants to executives that contain both market-based and performance-based vesting conditions. There were no stock options granted that contain both market-based and performance-based vesting conditions during the nine months ended September 30, 2021. As of September 30, 2021, 3,433 market-based and performance-based awards were outstanding. As of September 30, 2021, the Company did not consider the performance condition to be probable and did not recognize any expense associated with these options. The weighted average grant date fair value of options granted during the nine months ended September 30, 2021 and 2020 was $12.85 and $2.40, respectively. The total intrinsic value of options exercised during the nine months ended September 30, 2021 and 2020 was $50.5 million and $0.5 million, respectively. The fair market value of each option granted during the nine months ended September 30, 2021 has been estimated on the grant date using the Black-Scholes-Merton option-pricing model with the following assumptions: 2021 Risk - free interest rate (percentage) 0.6. - 1.1 Expected term (years) 5.9 - 6.1 Expected dividend yield (percentage) — Expected volatility (percentage) 42.1 - 43.6 The Company’s board of directors (the “Board”) did not declare or pay dividends of the Company’s common or preferred stock during the nine months ended September 30, 2021 or during the nine months ended September 30, 2020. A summary of restricted stock unit activity as of and for the nine months ended September 30, 2021 and December 31, 2020 is as follows: Restricted Stock Number of Weighted Average Shares Grant Date Fair Value Outstanding as of December 31, 2020 1,261 $ 7.74 Granted 1,720 30.88 Vested (322) 8.97 Forfeited (4) 35.54 Outstanding as of September 30, 2021 2,655 $ 22.54 Expected to vest as of September 30, 2021 2,330 The total grant date fair value of restricted stock units that vested during the nine months ended September 30, 2021 was $2.9 million. As of September 30, 2021, unrecognized stock-based compensation expense was $68.9 million, which is expected to be recognized over a weighted-average period of 1.6 years. Total stock-based compensation expense recorded in the Condensed Consolidated Statements of Operations and Comprehensive Income as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2021 2020 2021 2020 Product development $ 1,239 $ 212 $ 1,953 $ 465 Sales, marketing and customer support 1,423 305 3,743 869 General and administrative 2,186 1,102 6,404 2,227 Total stock-based compensation $ 4,848 $ 1,619 $ 12,100 $ 3,561 Employee Stock Purchase Plan In March 2021, the Board approved the Company’s 2021 Employee Stock Purchase Plan (“ESPP”), and employees became eligible to enroll in August 2021. The ESPP qualifies as an “employee stock purchase plan” under Section 423 of the U.S. Internal Revenue Code of 1986, as amended. The Company reserved 3,000 shares of common stock for sale under the ESPP. The share reserve increases on the first day of each calendar year beginning on January 1, 2022 and ending on and including January 1, 2031, equal to the lesser of (i) one percent (1%) of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares of common stock as is determined by the Board. Purchases are accomplished through participation in discrete offering periods. Currently, the ESPP is available only to U.S. based employees; the Company is reviewing offering the ESPP program to employees in non-U.S. jurisdictions. The first offering and purchase period began on September 1, 2021 and will end on November 30, 2021. The Company expects the program to continue consecutively for six-month offering periods (commencing on December 1, 2021) for the foreseeable future. Under the ESPP, eligible employees are able to acquire shares of the Company’s common stock by accumulating funds through payroll deductions. Company employees in the United States generally are eligible to participate in the ESPP if they are a full-time employee and have completed six months of continuous service with the Company as of the last day of the enrollment period. Eligible employees are able to select a rate of payroll deduction between 1% and 15% of their compensation, up to a $25 annual contribution limit. The purchase price for shares of common stock purchased under the ESPP is 85% of the lesser of the fair market value of the common stock on (i) the first trading day of the applicable offering period and (ii) the last trading day of the applicable offering period. An employee’s participation automatically ends upon termination of employment for any reason. A participant may cancel enrollment or lower their contributions once during an offering period, but no later than 30 days before the end of an offering period. Upon the termination of an employee’s participation in the ESPP, payroll deductions will be stopped and refunded. Stock-based compensation expense for the ESPP is recognized on a straight-line basis over the requisite service period of each award. The ESPP also has a six-month holding period after the purchase date of the offering period. Stock-based compensation expense related to ESPP totaled less than $0.1 million for the three and nine months ended September 30, 2021. | 12. Stock-Based Compensation Employee Stock Option Plan On September 20, 2017, the Company established an Equity Incentive Program (the “Plan”) which provides for the granting of incentive and nonqualified stock options to certain employees, directors, independent contractors, consultants and agents. Under the Plan, the Company may grant non-qualified stock options, stock appreciation rights, restricted stock units, and other stock-based awards up to 22,182 shares of Common Stock. Options become exercisable subject to vesting schedules up to four years from the date of the grant and subject to certain timing restrictions upon an employee’s separation of service and no later than 10 years after the grant date. Restricted stock units are subject to vesting schedules up to two years from the date of the grant and subject to certain timing restrictions upon an employee’s separation. A summary of stock option activity as of and for the years ended December 31, 2020, 2019 and 2018 is as follows: Stock Option Weighted Average Weighted Remaining Number of Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of January 1, 2018 15,180 $ 2.11 9.85 $ — Options granted 3,995 2.33 — — Options exercised 2 2.00 — — Options forfeited 631 2.67 — — Outstanding as of December 31, 2018 18,542 2.14 8.93 5,277 Options granted 1,563 5.04 — — Options exercised 65 2.43 — — Options forfeited 384 2.90 — — Outstanding as of December 31, 2019 19,656 2.35 8.04 $ 86,024 Options granted 4,293 $ 9.19 — — Options exercised 254 $ 2.89 — — Options forfeited 8,982 $ 2.13 — — Outstanding as of December 31, 2020 14,713 4.47 7.79 $ 181,914 Options expected to vest as of December 31, 2020 5,269 $ 7.17 — 50,983 Options exercisable as of December 31, 2020 5,480 $ 2.52 — 78,389 Stock options include grants to executives that contain both market-based and performance-based vesting conditions. During the year ended December 31, 2020, the Company granted 600 stock options that contain both market-based and performance-based vesting conditions and 167 of restricted stock units that contain market-based vesting conditions. The Company repurchased and cancelled 956 of stock options that contain both market-based and performance-based vesting conditions resulting in $14.5 million in incremental cash-based compensation expense related to the transaction, and vested 167 of restricted stock units with market-based vesting conditions. As of December 31, 2020, 3,433 market-based and performance-based awards were outstanding. As of December 31, 2020, the Company did not consider the performance condition to be probable and did not recognize any expense associated with those options. The Company repurchased and cancelled 2,606 vested stock options from a former executive during the year ended December 31, 2020 for an aggregate purchase price of approximately $15.5 million recorded in Additional Paid-in Capital on the Company’s Consolidated Balance Sheets. The weighted average grant date fair value of options granted for the years ended December 31, 2020, 2019, and 2018 was $2.67, $1.41 and $0.51, respectively. The total intrinsic value of options exercised during the years ended December 31, 2020, 2019 and 2018 was $3.6 million, $0.3 million and nil, respectively. The fair market value of each option granted for the years presented has been estimated on the grant date using the Black-Scholes-Merton option-pricing model with the following assumptions: 2020 2019 2018 Risk‑free interest rate (percentage) 0.3 ‑ 1.6 1.6 ‑ 2.6 2.3 ‑ 3.1 Expected term (years) 5.3 ‑ 6.3 5.6 ‑ 6.1 5.9 ‑ 6.3 Expected dividend yield (percentage) — — — Expected volatility (percentage) 39.9 ‑ 44.1 35.4 ‑ 40.9 34.5 ‑ 35.4 A summary of restricted stock unit activity as of and for the year ended December 31, 2020 is as follows: Restricted Stock Weighted Average Grant Number of Date Fair Shares Value Outstanding as of December 31, 2019 37 $ 3.72 Granted 1,510 Vested 185 Forfeited 101 Outstanding as of December 31, 2020 1,261 $ 7.74 Expected to vest as of December 31, 2020 1,149 In September 2017, the Company issued 75 restricted stock unit awards with a fair value of $1.68 per share. Total fair value of the awards was $0.1 million. In September 2019, the Company issued 37 restricted stock unit awards with a fair value of $3.72 per share. Total fair value of the awards was $0.1 million. During the years ended December 31, 2019, and 2018, the Company recognized stock-based compensation expense related to restricted stock of $0.1 million. During each of the years ended December 31, 2019, and 2018, 38 shares vested. The weighted average grant date fair value of restricted stock units granted during the year ended December 31, 2020 was $7.59. As of December 31, 2020, unrecognized stock-based compensation expense was $15.5 million, which is expected to be recognized over a weighted-average period of 1.3 years. Total stock-based compensation expense recorded in the Consolidated Statements of Operations and Comprehensive Income as follows: December 31, 2020 2019 2018 Cost of Revenue $ — $ 8 $ 6 Product Development 673 305 219 Sales, Marketing and Customer Support 6,151 450 287 General and administrative 13,703 917 930 Total Stock ‑ Based Compensation $ 20,527 $ 1,680 $ 1,442 Non‑cash stock‑based compensation expense $ 5,984 $ 1,680 $ 1,442 Cash‑based compensation expense(a) 14,543 — — Total Stock ‑ Based Compensation $ 20,527 $ 1,680 $ 1,442 (a) Includes incremental cash-based compensation paid in connection with repurchased and cancelled stock options of 956 that contain both market-based and performance-based vesting conditions. |
Stockholders' Equity_2
Stockholders' Equity | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Stockholders' Equity | ||
Stockholders' Equity | 12. Stockholders’ Equity On April 9, 2021, the Company entered into an arrangement with an affiliate of Tiger Global Management, LLC (the ‘‘Tiger Investor’’) whereby the Tiger Investor purchased $30.0 million of the Company’s common stock in a private placement (‘‘concurrent private placement’’) concurrent with the completion of the IPO. The price per share was equal to the IPO price of $27.00, for a total of 1,111 shares. The Company received total aggregate net proceeds of $29.0 million, after deducting underwriting fees of $1.0 million. On April 23, 2021, the Company completed its IPO in which the Company issued and sold 9,977 shares of common stock at a public offering price of $27.00 per share, which included the full exercise of the underwriters’ option to purchase 1,350 additional shares of common stock. The Company received aggregate net proceeds of $253.2 million from the IPO, after deducting underwriting discount fees of $16.2 million. The Company incurred offering costs of approximately $26.8 million for the concurrent private placement and IPO, of which $0 and $21.8 million were included in General and Administrative expenses in the Condensed Consolidated Statement of Operations and Comprehensive Income for the three and nine months ended September 30, 2021, respectively. The IPO offering also included 5,356 shares sold by Providence VII U.S. Holdings L.P. (“Providence”) and other existing stockholders, which included the full exercise of the underwriters’ option to purchase 650 additional shares from Providence, in which the Company did not receive any proceeds from the shares sold. In connection with the Company’s IPO, all shares of the Company’s outstanding preferred stock automatically converted into 20,335 shares of common stock on a one for one-third basis. The Company’s treasury stock, consisting of 15,146 shares of common stock, was reissued in the preferred stock conversion. In conjunction with the IPO, the Company increased the authorized shares of its capital stock. The Company’s capital stock consists of 1,000,000 shares of common stock, par value $0.001 per share and 100,000 shares of undesignated preferred stock, par value $0.01 per share. Further, the Company amended and restated its existing amended and restated certificate of incorporation and its existing bylaws of the Company, as previously reported in the Prospectus, which incorporates material modifications to rights of security holders. | 13. Stockholders’ Equity On September 14, 2020, the Company’s Board approved the issuance of 61 shares of common stock under the Plan. On October 27, 2020, the Company entered into a Series A Preferred Stock Purchase Agreement (“Preferred Purchase Agreement) pursuant to which an investor group, led by Tiger Global Management, purchased 61,006 shares of Series A Preferred Stock (“preferred stock”) from the Company and certain of its existing stockholders for an aggregate purchase price of approximately $350.0 million. The preferred stock consisted of 15,568 shares issued and sold by the Company to the new investors, raising approximately $89.3 million in cash before transaction costs. 45,438 shares of common stock (prior to giving effect to the reverse stock split) held by existing shareholders were exchanged on a 1:1 basis for newly issued preferred stock and then sold to the new investors. All cash received related to the exchange was transferred to all selling shareholders. The Company recorded the exchange of common stock for preferred stock as Treasury Stock at cost in the Consolidated Balance Sheets. The preferred stock included in this transaction are non-participating, not redeemable, have no declared dividends and contains a liquidation preference. The liquidation preference allows for holders of shares of preferred stock then outstanding to be entitled to be paid out before any payments to holders of the Company’s common stock up to the preferred stock issuance price plus any dividends declared but unpaid. Upon the closing of the sale of shares of common stock in an underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, all outstanding shares of preferred stock shall automatically be converted into shares of common stock on a 1:1 basis, subject to anti-dilution protection included in terms of the preferred stock and the reverse stock split whereby each share of preferred stock is entitled to convert into one Proceeds from the issuance were used to pay off a portion of the outstanding balance under the New Revolving Credit Facility. As of December 31, 2020, there were 140,222 shares and 125,074 shares of the Company’s common stock issued and outstanding, respectively, out of 700,000 authorized shares. As of December 31, 2020, there were 61,006 shares of the Company’s preferred stock authorized, issued outstanding As of December 31, 2020, the Company’s treasury stock consisted of 15,146 shares of common stock. The Board did not declare or pay dividends of the Company’s common or preferred stock during the years ended December 31, 2020, 2019, and 2018. |
Commitments and Contingencies_4
Commitments and Contingencies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies | ||
Commitments and Contingencies | 13. Commitments and Contingencies Accrued Expense Accrued expenses as of September 30, 2021 and December 31, 2020 were as follows: As of (in thousands) September 30, 2021 December 31, 2020 Vendor payments $ 5,254 $ 3,896 Employee commissions and bonuses 8,372 11,344 Payroll and other employee related expense 8,810 6,957 401k and pension expense 1,459 1,358 Other taxes 1,232 1,864 Total accrued expense $ 25,127 $ 25,419 Operating Leases The Company and its subsidiaries have entered into operating lease agreements for certain of its office space and data centers. The offices are located in the United States, Israel, Belgium, Finland, France, Japan, Singapore, the United Kingdom, Germany, Poland and the United Arab Emirates. The data centers are premises used to house computing and networking equipment. The data centers are located in the United States, Netherlands, Germany and Singapore. For the three months ended September 30, 2021 and September 30, 2020, office and data center rent expense was $1.5 million and $1.8 million, respectively. For the nine months ended September 30, 2021 and September 30, 2020, office and data center rent expense was $3.9 million and $5.3 million, respectively. For the three and nine months ended September 30, 2021, the Company recorded expense of $0.8 million in General and Administrative expenses in the Condensed Consolidated Statement of Operations and Comprehensive Income upon triggering the recognition of a cease-use liability related to unoccupied leased office space; whereby, the Company no longer receives any economic benefit from the rights conveyed by the lease. The cease-use liability was determined based on the remaining lease rentals, adjusted for the effects of any prepaid or deferred items recognized under the lease as required by ASC 420, Exit or Disposal Cost Obligations Future minimum lease obligations are as follows: Year Ending (in thousands) December 31, 2021(for remaining three months) $ 1,550 2022 5,347 2023 4,880 2024 1,015 2025 981 2026 368 Thereafter 76 $ 14,217 Capital Leases As of September 30, 2021, the Company had seven lease agreements for certain equipment which provide for the transfer of ownership at the end of the lease term or are for underlying assets that will have an insignificant fair value at the end of the lease term. The Company has classified these agreements as capital leases and recognized the corresponding assets and liabilities within the Condensed Consolidated Balance Sheet. The following is a schedule of future minimum lease payments under these agreements (including interest) as of September 30, 2021. Year Ending (in thousands) December 31, 2021 (for remaining three months) $ 674 2022 2,144 2023 1,937 2024 598 2025 170 Total 5,523 Less: Amount representing interest (277) Present Value of net minimum capital lease payments $ 5,246 Capital leases short term $ 2,140 Capital leases long term 3,106 Total $ 5,246 Contingencies From time to time, the Company is subject to various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. The Company records liabilities for contingencies including legal costs when it is probable that a liability has been incurred and when the amount can be reasonably estimated. Legal costs are expensed as incurred. Although the outcome of the various legal proceedings and claims cannot be predicted with certainty, management does not believe that any of these proceedings or other claims will have a material effect on the Company’s business, financial condition, results of operations or cash flows. With respect to potential payments due related to the Zentrick acquisition, discussed in Footnote 4, Business Combinations, the Company and the Zentrick selling stockholders are currently in discussions to negotiate the early termination of the Zentrick Deferred Payment Terms and resolution of the contingent payments due for both the technical milestones and revenue targets. The Company believes the total of approximately $2.8 million for these potential payments reflected in the Condensed Consolidated Balance Sheet as contingent consideration current and other current liabilities reflect the Company’s estimated obligations under the stock purchase agreement entered into in connection with the transaction, as of September 30, 2021. In efforts to terminate early the Zentrick Deferred Payment Terms, the Company believes payment between $2.8 million and $5.5 million is possible, with no amount within the range being a better estimate than the amount recorded on the Condensed Consolidated Balance Sheets. | 14. Commitments and Contingencies Accrued Expense Accrued expenses as of December 31, 2020 and December 31, 2019 were as follows: As of December 31, December 31, (in thousands) 2020 2019 Vendor payments $ 3,896 $ 2,918 Employee commissions and bonuses 11,344 9,000 Payroll and other employee related expense 6,957 2,789 401k and pension expense 1,358 851 Other taxes 1,864 820 Total accrued expense $ 25,419 $ 16,378 The Company periodically reviews its obligations for filing and payment of sales and use taxes in various jurisdictions to determine whether its business activities have created substantial nexus which would require collection, remittance, and filing of tax returns. During the year ended December 31, 2020, the Company recorded $1.2 million for additional filing obligations deemed probable. These contingencies are included in Accrued Expense in the Company’s Consolidated Balance Sheets. Operating Leases The Company and its subsidiaries have entered into operating lease agreements for certain of its office space, and data centers. The offices are located in the United States, Israel, Belgium, Finland, and Singapore. The data centers are premises used to house computing and networking equipment. The data center leases are located within the United States, Netherlands, Germany, and Singapore. For the year ended December 31, 2020 rent expense for office and data center premises was $5.9 million and $1.1 million respectively. For the year ended December 31, 2019 rent expense for office and data center premises was $4.5 million and $1.5 million respectively. For the year ended December 31, 2018 rent expense for office and data center premises was $3.3 million and $1.4 million respectively. Future minimum lease obligations are as follows: Year Ending (in thousands) December 31, 2021 $ 5,458 2022 4,004 2023 3,461 2024 242 $ 13,165 Capital Leases As of December 31, 2020, the Company has six lease agreements for certain equipment which provide for the transfer of ownership at the end of the lease term or are for underlying assets that will have an insignificant fair value at the end of the lease term. The Company has classified these agreements as capital leases and recognized the corresponding assets and liabilities within the Consolidated Balance Sheets. The following is a schedule of future minimum lease payments under these agreements (including interest) as of December 31, 2020. Year Ending (in thousands) December 31, 2021 $ 1,613 2022 1,615 2023 1,409 2024 510 2025 170 Total 5,317 Less: Amount representing interest (355) Present Value of net minimum capital lease payments $ 4,962 Capital leases short term $ 1,515 Capital leases long term 3,447 Total $ 4,962 Contingencies From time to time, the Company is subject to various legal proceedings and claims, either asserted or unasserted, that arise in the ordinary course of business. The Company records liabilities for contingencies including legal costs when it is probable that a liability has been incurred and when the amount can be reasonably estimated. Legal costs are expensed as incurred. Although the outcome of the various legal proceedings and claims cannot be predicted with certainty, management does not believe that any of these proceedings or other claims will have a material effect on the Company’s business, financial condition, results of operations or cash flows. |
Segment Information_2
Segment Information | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Segment Information | ||
Segment Information | 14. Segment Information The Company has determined that it operates as one operating and reportable The Company has not disclosed certain geographic information pertaining to revenues and total assets as it is impracticable to disclose, is not utilized by the Company’s chief operating decision maker to review operating results or make decisions about how to allocate resources, and would not be useful to users of the Condensed Consolidated Financial Statements to disclose such information. | 15. Segment Information The Company has determined that it operates as one operating and reportable segment. The Company’s chief operating decision maker reviews financial information on a consolidated basis, together with certain operating and performance measures principally to make decisions about how to allocate resources and measure performance. The Company has not disclosed certain geographic information pertaining to revenues and total assets as it is impracticable to disclose, is not utilized by the Company’s chief operating decision maker to review operating results or make decisions about how to allocate resources, and would not be useful to users of the Consolidated Financial Statements to disclose such information. |
Subsequent Events_2
Subsequent Events | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Subsequent Events | ||
Subsequent Events | 15. Subsequent Events On October 6, 2021, the Company approved 13 restricted stock units to be granted under the 2021 Equity Plan. On October 27, 2021, the Company approved 11 stock options and 36 restricted stock units to be granted to employees under the 2021 Equity Plan. On November 9, 2021, the Company announced an agreement to acquire Outrigger Media, Inc. d/b/a OpenSlate (“OpenSlate”) for $150 million, consisting of $125 million in cash and $25 million in DoubleVerify common stock. OpenSlate is a leading independent pre-campaign contextual targeting platform for social video and CTV. OpenSlate’s technology provides insight into the nature and quality of ad-supported content on large, video-driven social platforms, such as Facebook, TikTok and YouTube. | 16. Subsequent Events The Company has evaluated subsequent events through April 12, 2021, which represents the date the Consolidated Financial Statements were issued. Equity Grants On January 28, 2021, the Company granted 268 restricted stock units and 73 stock options under the Plan. On February 17, 2021, the Company granted 365 stock options and 213 restricted stock units under the Plan. On March 11, 2021, the Company granted 9 restricted stock units under the Plan. Concurrent Private Placement On April 9, 2021, the Company entered into an arrangement with an affiliate of Tiger Global Management, LLC (the “Tiger Investor”) whereby the Tiger Investor has agreed to purchase $30 million of the Company’s common stock in a private placement (“concurrent private placement”) concurrent with the completion of the proposed initial public offering of the Company’s common stock (the “IPO”) at a price per share equal to the initial public offering price. The concurrent private placement is contingent upon, and is expected to close immediately following, the completion of the proposed IPO through which the Company will list the common stock on the New York Stock Exchange. |
Basis of Presentation and Su_20
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Basis of Presentation and Summary of Significant Accounting Policies | ||
Basis of Preparation and Principles of Consolidation | Basis of Preparation and Principles of Consolidation The accompanying Condensed Consolidated Balance Sheets as of September 30, 2021 and December 31, 2020, the Condensed Consolidated Statements of Operations and Comprehensive Income for the three and nine months ended September 30, 2021 and 2020, the Condensed Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 2021 and 2020, and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020 reflect all adjustments that are of a normal recurring nature and that are considered necessary for a fair presentation of the results for the periods shown in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the applicable rules and regulations of the SEC for interim financial reporting periods. Accordingly, certain information and footnote disclosures have been condensed or omitted pursuant to SEC rules that would ordinarily be required under GAAP for complete financial statements. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements as of December 31, 2020 and 2019 and for the years then ended and the accompanying notes thereto included in the Company’s Prospectus. On March 29, 2021, the Company effected a 1 | Basis of Preparation and Principles of Consolidation The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and reflect the financial statements of the Company and all of its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. On March 29, 2021, the Company effected a 1 Accordingly, all share and per share amounts for all periods presented in these consolidated financial statements and notes thereto, have been adjusted retrospectively, where applicable, to reflect this reverse stock split. |
Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements | Use of Estimates and Judgments in the Preparation of the Condensed Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. These estimates are based on the information available as of the date of the Condensed Consolidated Financial Statements . | Use of Estimates and Judgments in the Preparation of the Consolidated Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenue and expense during the reporting periods. Significant estimates and judgments are inherent in the analysis and measurement of items including, but not limited to: revenue recognition criteria including the determination of principal versus agent revenue considerations, income taxes, the valuation and recoverability of goodwill and intangible assets, the assessment of potential loss from contingencies, assumptions in valuing acquired assets and liabilities assumed in business combinations, the allowance for doubtful accounts, and assumptions used in determining the fair value of stock-based compensation. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in these estimates. These estimates are based on the information available as of the date of the Consolidated Financial Statements. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with certain new or revised accounting standards. Financial Instruments - Credit Losses In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which is intended to provide more decision-useful information about expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. ASU 2016-13 revises the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses on financial instruments, including, but not limited to accounts receivable. This guidance is effective for annual reporting periods beginning after December 15, 2022 for non-public entities, including interim periods within that reporting period. Early adoption is permitted and the update allows for a modified retrospective method of adoption. The Company is currently in the process of evaluating the impact of this standard on the Company’s Condensed Consolidated Financial Statements. Cloud Computing In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The Company intends to adopt amendment ASU No. 2018-15 on December 31, 2021 using a prospective approach. The Company is currently in the process of evaluating the impact of this standard and its adoption is not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. Leases In February 2016, the FASB issued ASU No. 2016-02, Leases Topic 842 Codification Improvements to Topic 842, Leases correct and consolidate various areas previously discussed in ASU 2016-02. FASB also issued ASU No. 2018- 11, Leases: Targeted Improvements Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) (“ASU 2019-12”) | Recently Issued Accounting Pronouncements Financial Instruments — Credit Losses In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments Cloud Computing In August 2018, the FASB issued ASU No. 2018-15, Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract Leases In February 2016, the FASB issued ASU No. 2016-02, Leases Topic 842 Simplifying the Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) (“ASU 2019-12”) Reference Rate Reform In March 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-04, “ Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Revenue (Tables)_2
Revenue (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Revenue | ||
Schedule of disaggregated revenue | Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2021 2020 2021 2020 Advertiser - direct $ 34,057 $ 27,582 $ 93,260 $ 73,476 Advertiser - programmatic 41,902 28,044 113,694 76,023 Supply-side customer 7,139 5,411 20,254 15,777 Total revenue $ 83,098 $ 61,037 $ 227,208 $ 165,276 | For the Years Ended December 31, (in thousands) 2020 2019 2018 Advertisers — direct $ 106,422 $ 84,423 $ 60,122 Advertisers — programmatic 116,115 83,475 36,866 Supply‑side customer 21,380 14,765 7,316 Total Revenue $ 243,917 $ 182,663 $ 104,304 |
Business Combinations - (Tables
Business Combinations - (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations | |
Schedule of fair value of assets acquired and liabilities assumed as of the acquisition date | (in thousands) Acquisition Date Assets: Cash and cash equivalents $ 1,007 Trade receivables 948 Other assets 96 Property, plant and equipment 27 Intangible assets: Technology 2,245 Customer relationships 7,208 Trademarks 47 Non-compete agreements 71 Total intangible assets 9,571 Goodwill 17,057 Total assets acquired $ 28,706 Liabilities: Trade payables $ 145 Other current liabilities 345 Deferred tax liability 2,886 Total liabilities assumed 3,376 Total purchase consideration $ 25,330 Cash acquired (1,007) Net cash purchase price 24,323 |
Goodwill and Intangible Asset_7
Goodwill and Intangible Assets (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets | ||
Schedule of intangible assets and related accumulated amortization | September 30, 2021 December 31, 2020 Gross Carrying Accumulated Net Carrying Gross Carrying Accumulated Net Carrying (in thousands) Amount Amortization Amount Amount Amortization Amount Trademarks and brands 11,736 (3,200) 8,536 11,690 (2,562) 9,128 Customer relationships 109,301 (34,194) 75,107 102,220 (27,720) 74,500 Developed technology 65,599 (31,604) 33,995 63,210 (25,128) 38,082 Non-compete agreements 69 (2) 67 — — — Total intangible assets $ 186,705 $ (69,000) $ 117,705 $ 177,120 $ (55,410) $ 121,710 | As of December 31, 2020 As of December 31, 2019 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying (in thousands) Amount Amortization Amount Amount Amortization Amount Trademarks and brands 11,690 (2,562) 9,128 11,690 (1,718) 9,972 Customer relationships 102,220 (27,720) 74,500 102,220 (19,148) 83,072 Developed Technology 63,210 (25,128) 38,082 63,184 (16,607) 46,577 Total intangible assets $ 177,120 $ (55,410) $ 121,710 $ 177,094 $ (37,473) $ 139,621 (In years) Trademarks and brands 11 Customer relationships 9 Developed Technology 5 |
Schedule of Estimated future expected amortization expense of intangible assets | (in thousands) 2021 $ 4,755 2022 19,001 2023 18,929 2024 17,303 2025 15,146 2026 10,283 Thereafter 32,288 Total $ 117,705 | (in thousands) 2021 $ 17,860 2022 17,860 2023 17,825 2024 16,205 Thereafter 51,960 Total $ 121,710 |
Schedule of weighted-average remaining useful life | (In years) Trademarks and brands 11 Customer relationships 8 Developed technology 4 Non-compete agreements 2 |
Property, Plant and Equipment_4
Property, Plant and Equipment (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment | ||
Schedule of Property, Plant and Equipment | As of (in thousands) September 30, 2021 December 31, 2020 Computers and peripheral equipment $ 16,738 $ 14,577 Office furniture and equipment 1,104 1,124 Leasehold improvements 9,315 9,267 Capitalized software development costs 13,236 8,382 Less accumulated depreciation and amortization (23,700) (15,243) Total property, plant and equipment, net $ 16,693 $ 18,107 | As of December 31, December 31, (in thousands) 2020 2019 Computers and peripheral equipment $ 14,577 $ 12,666 Office furniture and equipment 1,124 387 Leasehold improvements 9,267 5,736 Capitalized software development costs 8,382 3,144 Less accumulated depreciation and amortization (15,243) (8,495) Total property, plant and equipment, net $ 18,107 $ 13,438 |
Fair Value Measurement (Table_2
Fair Value Measurement (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Fair Value Measurement | ||
Schedule of financial instruments measured at fair value on recurring basis | As of September 30, 2021 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 11,725 — — 11,725 Liabilities: Contingent consideration current — — 1,717 1,717 Contingent consideration non-current — — — — Total contingent consideration $ — $ — $ 1,717 $ 1,717 As of December 31, 2020 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Tota1 Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents $ 2,474 $ — $ — $ 2,474 Liabilities: Contingent consideration current — — 1,198 1,198 Contingent consideration non-current — — 462 462 Total contingent consideration $ — $ — $ 1,660 $ 1,660 | As of December 31, 2020 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents: $ 2,474 $ — $ — $ 2,474 Liabilities: Contingent consideration current — — 1,198 1,198 Contingent consideration non‑current — — 462 462 Contingent consideration $ — $ — $ 1,660 $ 1,660 As of December 31, 2019 Quoted Market Prices in Active Significant Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Total Fair Value (in thousands) (Level 1) (Level 2) (Level 3) Measurements Assets: Cash equivalents: $ 2,473 $ — $ — $ 2,473 Liabilities: Contingent consideration current — — 2,014 2,014 Contingent consideration non‑current — — 1,196 1,196 Contingent consideration $ — $ — $ 3,210 $ 3,210 |
Schedule of rollforward of fair value measurements of contingent consideration | (in thousands) Balance at January 1, 2021 $ 1,660 Fair value adjustments 57 Payments during the year — Balance at September 30, 2021 $ 1,717 | Balance at January 1, 2019 $ — Fair value at date of acquisition 4,689 Fair value adjustments (1,079) Payments during the year (601) Accretion expense 201 Balance at December 31, 2019 $ 3,210 Fair value adjustments (949) Payments during the year (601) Balance at December 31, 2020 $ 1,660 |
Earnings Per Share (Tables)_2
Earnings Per Share (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Earnings Per Share | ||
Schedule of computations of the basic and diluted EPS | Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Numerator: Net Income (basic and diluted) $ 7,924 $ 5,805 $ 1,000 $ 12,323 Denominator: Weighted-average common shares outstanding 158,045 139,841 144,305 139,779 Dilutive effect of share-based awards 9,000 6,713 9,242 7,064 Weighted-average dilutive shares outstanding 167,045 146,554 153,547 146,843 Basic earnings per share $ 0.05 $ 0.04 $ 0.01 $ 0.09 Diluted earnings per share $ 0.05 $ 0.04 $ 0.01 $ 0.08 | For the Years Ended December 31, 2020 2019 2018 Numerator: Net Income (basic and diluted) $ 20,453 $ 23,307 $ 3,177 Denominator: Weighted‑average common shares outstanding 138,072 139,650 139,588 Dilutive effect of stock based awards 7,372 3,396 — Weighted‑average dilutive shares outstanding 145,443 143,046 139,588 Basic earnings per share $ 0.15 $ 0.17 $ 0.02 Diluted earnings per share $ 0.14 $ 0.16 $ 0.02 |
Stock-Based Compensation (Tab_2
Stock-Based Compensation (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Stock-Based Compensation | ||
Schedule of stock option activity | Stock Option Weighted Average Remaining Number of Weighted Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of December 31, 2020 14,713 $ 4.47 7.79 $ 181,914 Options granted 1,707 30.95 — — Options exercised (1,710) 3.28 — — Options forfeited (271) 7.15 — — Outstanding as of September 30, 2021 14,439 $ 7.70 7.41 $ 383,974 Options expected to vest as of September 30, 2021 4,136 $ 16.20 8.90 $ 75,637 Options exercisable as of September 30, 2021 6,404 $ 3.68 6.70 $ 195,205 | Stock Option Weighted Average Weighted Remaining Number of Average Contractual Life Aggregate Options Exercise Price (Years) Intrinsic Value Outstanding as of January 1, 2018 15,180 $ 2.11 9.85 $ — Options granted 3,995 2.33 — — Options exercised 2 2.00 — — Options forfeited 631 2.67 — — Outstanding as of December 31, 2018 18,542 2.14 8.93 5,277 Options granted 1,563 5.04 — — Options exercised 65 2.43 — — Options forfeited 384 2.90 — — Outstanding as of December 31, 2019 19,656 2.35 8.04 $ 86,024 Options granted 4,293 $ 9.19 — — Options exercised 254 $ 2.89 — — Options forfeited 8,982 $ 2.13 — — Outstanding as of December 31, 2020 14,713 4.47 7.79 $ 181,914 Options expected to vest as of December 31, 2020 5,269 $ 7.17 — 50,983 Options exercisable as of December 31, 2020 5,480 $ 2.52 — 78,389 |
Schedule of Black-Scholes-Merton option-pricing model | 2021 Risk - free interest rate (percentage) 0.6. - 1.1 Expected term (years) 5.9 - 6.1 Expected dividend yield (percentage) — Expected volatility (percentage) 42.1 - 43.6 | 2020 2019 2018 Risk‑free interest rate (percentage) 0.3 ‑ 1.6 1.6 ‑ 2.6 2.3 ‑ 3.1 Expected term (years) 5.3 ‑ 6.3 5.6 ‑ 6.1 5.9 ‑ 6.3 Expected dividend yield (percentage) — — — Expected volatility (percentage) 39.9 ‑ 44.1 35.4 ‑ 40.9 34.5 ‑ 35.4 |
Schedule of restricted stock activity | Restricted Stock Number of Weighted Average Shares Grant Date Fair Value Outstanding as of December 31, 2020 1,261 $ 7.74 Granted 1,720 30.88 Vested (322) 8.97 Forfeited (4) 35.54 Outstanding as of September 30, 2021 2,655 $ 22.54 Expected to vest as of September 30, 2021 2,330 | Restricted Stock Weighted Average Grant Number of Date Fair Shares Value Outstanding as of December 31, 2019 37 $ 3.72 Granted 1,510 Vested 185 Forfeited 101 Outstanding as of December 31, 2020 1,261 $ 7.74 Expected to vest as of December 31, 2020 1,149 |
Schedule of stock-based compensation expense | Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2021 2020 2021 2020 Product development $ 1,239 $ 212 $ 1,953 $ 465 Sales, marketing and customer support 1,423 305 3,743 869 General and administrative 2,186 1,102 6,404 2,227 Total stock-based compensation $ 4,848 $ 1,619 $ 12,100 $ 3,561 | December 31, 2020 2019 2018 Cost of Revenue $ — $ 8 $ 6 Product Development 673 305 219 Sales, Marketing and Customer Support 6,151 450 287 General and administrative 13,703 917 930 Total Stock ‑ Based Compensation $ 20,527 $ 1,680 $ 1,442 Non‑cash stock‑based compensation expense $ 5,984 $ 1,680 $ 1,442 Cash‑based compensation expense(a) 14,543 — — Total Stock ‑ Based Compensation $ 20,527 $ 1,680 $ 1,442 (a) Includes incremental cash-based compensation paid in connection with repurchased and cancelled stock options of 956 that contain both market-based and performance-based vesting conditions. |
Commitments and Contingencies_5
Commitments and Contingencies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies | ||
Schedule of accrued expenses | As of (in thousands) September 30, 2021 December 31, 2020 Vendor payments $ 5,254 $ 3,896 Employee commissions and bonuses 8,372 11,344 Payroll and other employee related expense 8,810 6,957 401k and pension expense 1,459 1,358 Other taxes 1,232 1,864 Total accrued expense $ 25,127 $ 25,419 | As of December 31, December 31, (in thousands) 2020 2019 Vendor payments $ 3,896 $ 2,918 Employee commissions and bonuses 11,344 9,000 Payroll and other employee related expense 6,957 2,789 401k and pension expense 1,358 851 Other taxes 1,864 820 Total accrued expense $ 25,419 $ 16,378 |
Schedule of future minimum lease obligations | Year Ending (in thousands) December 31, 2021(for remaining three months) $ 1,550 2022 5,347 2023 4,880 2024 1,015 2025 981 2026 368 Thereafter 76 $ 14,217 | Year Ending (in thousands) December 31, 2021 $ 5,458 2022 4,004 2023 3,461 2024 242 $ 13,165 |
Schedule of future minimum lease payments under agreement (including interest) | Year Ending (in thousands) December 31, 2021 (for remaining three months) $ 674 2022 2,144 2023 1,937 2024 598 2025 170 Total 5,523 Less: Amount representing interest (277) Present Value of net minimum capital lease payments $ 5,246 Capital leases short term $ 2,140 Capital leases long term 3,106 Total $ 5,246 | Year Ending (in thousands) December 31, 2021 $ 1,613 2022 1,615 2023 1,409 2024 510 2025 170 Total 5,317 Less: Amount representing interest (355) Present Value of net minimum capital lease payments $ 4,962 Capital leases short term $ 1,515 Capital leases long term 3,447 Total $ 4,962 |
Description of Business (Deta_2
Description of Business (Details) - segment | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | Aug. 18, 2017 | |
Description of Business | |||
Number of reportable segments | 1 | 1 | |
DoubleVerify Inc. | |||
Description of Business | |||
Ownership percentage acquired | 100.00% |
Basis of Presentation and Su_21
Basis of Presentation and Summary of Significant Accounting Policies (Details) | Mar. 29, 2021$ / shares | Sep. 30, 2021$ / shares | Dec. 31, 2020$ / shares | Dec. 31, 2019$ / shares |
Basis of Presentation and Summary of Significant Accounting Policies | ||||
Stock split, conversion ratio | 0.333 | |||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Revenue (Details)_2
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of revenue | |||||||
Total revenue | $ 83,098 | $ 61,037 | $ 227,208 | $ 165,276 | $ 243,917 | $ 182,663 | $ 104,304 |
Unbilled receivable | 36,100 | 36,100 | 44,900 | 25,100 | |||
Advertiser - direct | |||||||
Disaggregation of revenue | |||||||
Total revenue | 34,057 | 27,582 | 93,260 | 73,476 | 106,422 | 84,423 | 60,122 |
Advertiser - programmatic | |||||||
Disaggregation of revenue | |||||||
Total revenue | 41,902 | 28,044 | 113,694 | 76,023 | 116,115 | 83,475 | 36,866 |
Supply - side customer | |||||||
Disaggregation of revenue | |||||||
Total revenue | $ 7,139 | $ 5,411 | $ 20,254 | $ 15,777 | $ 21,380 | $ 14,765 | $ 7,316 |
Business Combinations - Meetric
Business Combinations - Meetrics GmbH (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Aug. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2020 |
Intangible assets: | ||||||
Goodwill | $ 244,672 | $ 244,672 | $ 227,349 | $ 174,204 | $ 227,349 | |
Liabilities: | ||||||
Aggregate net cash purchase price | $ 24,323 | $ 57,252 | $ 11,328 | |||
Meetrics GmbH | ||||||
Assets: | ||||||
Cash and cash equivalents | $ 1,007 | |||||
Trade receivables | 948 | |||||
Other assets | 96 | |||||
Property, plant and equipment | 27 | |||||
Intangible assets: | ||||||
Total intangible assets | 9,571 | |||||
Goodwill | 17,057 | |||||
Total assets acquired | 28,706 | |||||
Liabilities: | ||||||
Trade payables | 145 | |||||
Other current liabilities | 345 | |||||
Deferred tax liability | 2,886 | |||||
Total liabilities assumed | 3,376 | |||||
Total purchase consideration | 25,330 | |||||
Net cash purchase price | 24,323 | |||||
Aggregate net cash purchase price | 24,300 | |||||
Weighted-average useful life | 11 years 4 months 24 days | |||||
Acquisition cost | 700 | |||||
Meetrics GmbH | Developed Technology | ||||||
Intangible assets: | ||||||
Total intangible assets | $ 2,245 | |||||
Liabilities: | ||||||
Estimated useful life | 4 years | |||||
Meetrics GmbH | Customer relationships | ||||||
Intangible assets: | ||||||
Total intangible assets | $ 7,208 | |||||
Liabilities: | ||||||
Estimated useful life | 14 years | |||||
Meetrics GmbH | Trademarks | ||||||
Intangible assets: | ||||||
Total intangible assets | $ 47 | |||||
Liabilities: | ||||||
Estimated useful life | 1 year | |||||
Meetrics GmbH | Non-compete agreements | ||||||
Intangible assets: | ||||||
Total intangible assets | $ 71 | |||||
Liabilities: | ||||||
Estimated useful life | 2 years |
Business Combinations (Details)
Business Combinations (Details) $ in Thousands | Feb. 15, 2019USD ($)Milestonecomponent | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Description of Business | |||||||
Contingent consideration | $ 1,660 | ||||||
Contingent considerations current | $ 1,717 | $ 1,717 | 1,198 | $ 2,014 | |||
Contingent considerations non-current | 462 | 1,196 | |||||
Change in fair value of contingent consideration | 57 | $ (949) | $ (949) | $ (1,079) | |||
Zentrick N V | |||||||
Description of Business | |||||||
Purchase Price | $ 23,200 | ||||||
Closing adjustments | 200 | ||||||
Consideration held back | 100 | ||||||
Performance based deferred payment | $ 17,300 | ||||||
Number of component | component | 2 | ||||||
Performance based deferred payment, First component | $ 4,000 | ||||||
Number of milestone | Milestone | 4 | ||||||
Amount per milestone | $ 1,000 | ||||||
Performance based deferred payment, Second component | $ 13,000 | ||||||
Contingent consideration | 1,200 | 1,200 | |||||
Contingent considerations current | 500 | 500 | |||||
Change in fair value of contingent consideration | 0 | 100 | 900 | ||||
Technical milestone and revenue target | 2,800 | 2,800 | |||||
Business combination performance based deferred payment | 0 | $ 200 | |||||
Zentrick N V | Tranche one | |||||||
Description of Business | |||||||
Percentage of holdback payments | 50.00% | ||||||
Holdback payments payable period | 12 months | ||||||
Zentrick N V | Tranche two | |||||||
Description of Business | |||||||
Percentage of holdback payments | 50.00% | ||||||
Holdback payments payable period | 24 months | ||||||
Zentrick N V | Maximum | |||||||
Description of Business | |||||||
Change in fair value of contingent consideration | $ 100 | ||||||
Business combination performance based deferred payment | $ 100 | 100 | |||||
Zentrick N V | Other Current Liabilities | |||||||
Description of Business | |||||||
Technical milestone and revenue target | $ 1,100 | $ 1,100 |
Goodwill and Intangible Asset_8
Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets | ||||
Goodwill | $ 244,672 | $ 227,349 | $ 227,349 | $ 174,204 |
Change in goodwill | $ 17,100 | $ 0 |
Goodwill and Intangible Asset_9
Goodwill and Intangible Assets - Summary of Company's intangible assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||||||
Gross Carrying Amount | $ 186,705 | $ 186,705 | $ 177,120 | $ 177,094 | |||
Accumulated Amortization | (69,000) | (69,000) | (55,410) | (37,473) | |||
Total | 117,705 | 117,705 | 121,710 | 139,621 | |||
Amortization expense | 4,600 | $ 4,400 | 13,500 | $ 13,400 | 17,900 | 17,100 | $ 15,600 |
Trademarks and brands | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Gross Carrying Amount | 11,736 | 11,736 | 11,690 | 11,690 | |||
Accumulated Amortization | (3,200) | (3,200) | (2,562) | (1,718) | |||
Total | 8,536 | 8,536 | 9,128 | 9,972 | |||
Customer relationships | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Gross Carrying Amount | 109,301 | 109,301 | 102,220 | 102,220 | |||
Accumulated Amortization | (34,194) | (34,194) | (27,720) | (19,148) | |||
Total | 75,107 | 75,107 | 74,500 | 83,072 | |||
Developed Technology | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Gross Carrying Amount | 65,599 | 65,599 | 63,210 | 63,184 | |||
Accumulated Amortization | (31,604) | (31,604) | (25,128) | (16,607) | |||
Total | 33,995 | 33,995 | $ 38,082 | $ 46,577 | |||
Non-compete agreements | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Gross Carrying Amount | 69 | 69 | |||||
Accumulated Amortization | (2) | (2) | |||||
Total | $ 67 | $ 67 |
Goodwill and Intangible Asse_10
Goodwill and Intangible Assets - Estimated future expected amortization expense (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2021 | $ 4,755 | ||
2022 | 19,001 | $ 17,860 | |
2023 | 18,929 | 17,860 | |
2024 | 17,303 | 17,825 | |
2025 | 15,146 | 16,205 | |
2026 | 10,283 | ||
Thereafter | 32,288 | 51,960 | |
Total | $ 117,705 | $ 121,710 | $ 139,621 |
Goodwill and Intangible Asse_11
Goodwill and Intangible Assets - Weighted-average remaining useful life (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment of intangible assets | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Trademarks and brands | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Remaining useful life | 11 years | 11 years | |||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Remaining useful life | 8 years | 9 years | |||
Developed Technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Remaining useful life | 4 years | 5 years | |||
Non-compete agreements | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Remaining useful life | 2 years |
Property, Plant and Equipment_5
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||||||
Less: Accumulated Depreciation and Amortization | $ (23,700) | $ (23,700) | $ (15,243) | $ (8,495) | |||
Total property, plant and equipment, net | 16,693 | 16,693 | 18,107 | 13,438 | |||
Depreciation expense | 2,900 | $ 1,600 | 8,500 | $ 4,700 | 6,700 | 4,700 | $ 3,000 |
Capital lease assets | 12,300 | 12,300 | 10,700 | 9,000 | |||
Capital lease assets, accumulated depreciation | 9,400 | 9,400 | 7,600 | 5,200 | |||
Computers and Peripheral Equipment | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment gross | 16,738 | 16,738 | 14,577 | 12,666 | |||
Office Furniture and Equipment | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment gross | 1,104 | 1,104 | 1,124 | 387 | |||
Leasehold Improvements | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment gross | 9,315 | 9,315 | 9,267 | 5,736 | |||
Capitalized software development costs | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment gross | $ 13,236 | $ 13,236 | $ 8,382 | $ 3,144 |
Fair Value Measurement - Fair_2
Fair Value Measurement - Fair value on a recurring basis (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Assets: | |||
Cash equivalents: | $ 2,474 | ||
Liabilities: | |||
Contingent consideration current | $ 1,717 | 1,198 | $ 2,014 |
Contingent consideration non-current | 462 | 1,196 | |
Total contingent consideration | 1,660 | ||
Recurring | |||
Assets: | |||
Cash equivalents: | 11,725 | 2,474 | 2,473 |
Liabilities: | |||
Contingent consideration current | 1,717 | 1,198 | 2,014 |
Contingent consideration non-current | 462 | 1,196 | |
Total contingent consideration | 1,717 | 1,660 | 3,210 |
Recurring | Level 1 | |||
Assets: | |||
Cash equivalents: | 11,725 | 2,474 | 2,473 |
Recurring | Level 3 | |||
Liabilities: | |||
Contingent consideration current | 1,717 | 1,198 | 2,014 |
Contingent consideration non-current | 462 | 1,196 | |
Total contingent consideration | $ 1,717 | $ 1,660 | $ 3,210 |
Fair Value Measurement - Roll_2
Fair Value Measurement - Rollforward of the fair value measurements (Details) - Level 3 - Business Combination, Contingent Consideration Liability [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Balance at January 1, 2021 | $ 1,660 |
Fair value adjustments | 57 |
Balance at September 30, 2021 | $ 1,717 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Details) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021USD ($)Milestone | Dec. 31, 2020USD ($)Milestone | Dec. 31, 2019USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | $ 2,474 | ||
Business Combination, Contingent Consideration, Number Of Technical Milestone | Milestone | 4 | 4 | |
Level 1 | Money market funds and time deposits | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | $ 2,500 | $ 2,500 | |
Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | $ 11,725 | 2,474 | 2,473 |
Recurring | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 11,725 | 2,474 | $ 2,473 |
Recurring | Level 1 | Money market funds and time deposits | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | $ 11,700 | $ 2,500 | |
Discount rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value inputs | 13.5 | ||
Revenue Volatility | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value inputs | 29 |
Long-term Debt (Details)_2
Long-term Debt (Details) $ in Millions | Oct. 01, 2020USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jul. 31, 2018USD ($) | Sep. 20, 2017USD ($) |
Debt Instrument [Line Items] | ||||||
Unamortized debt issuance cost | $ 1.4 | $ 0.9 | ||||
Maximum total net leverage ratio | 3.5 | 3.5 | ||||
Minimum fixed charge coverage ratio | 1.25 | 1.25 | ||||
Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of commitment fee payable periodically | 0.25% | |||||
Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of commitment fee payable periodically | 0.40% | |||||
New Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 150 | |||||
Outstanding amount | $ 0 | $ 22 | ||||
New Revolving Credit Facility | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility bears interest (as a percent) | 2.25% | |||||
Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 15 | $ 5 | $ 3 |
Income Tax (Details)
Income Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 31, 2021 | |
Income Tax [Line Items] | ||||||||
Income tax provision | $ 3,270 | $ (1,376) | $ 8,361 | $ 1,975 | $ (3,144) | $ 12,053 | $ (1,197) | |
Effective tax rate | 29.20% | 31.10% | 89.30% | 13.80% | (18.20%) | 34.10% | (60.40%) | |
Annualized effective tax benefit | $ 3,300 | $ 2,700 | ||||||
Annualized effective tax rate | 29.20% | 29.10% | ||||||
Effective income tax reconciliation, state taxes | $ 0 | $ 5,600 | ||||||
Effective income tax reconciliation, state taxes (as a percent) | 0.00% | 60.20% | (7.50%) | 11.10% | (45.50%) | |||
Deferred tax asset | $ 8,424 | $ 7,370 | ||||||
Meetrics GmbH | ||||||||
Income Tax [Line Items] | ||||||||
Deferred tax liability | $ 2,886 | |||||||
Net operating loss carryforwards | 5,000 | |||||||
Deferred tax asset | $ 1,500 |
Earnings Per Share (Details)_2
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | |||||||||||
Net income | $ 7,924 | $ (12,568) | $ 5,644 | $ 5,805 | $ 4,078 | $ 2,440 | $ 1,000 | $ 12,323 | $ 20,453 | $ 23,307 | $ 3,177 |
Denominator: | |||||||||||
Weighted-average common shares outstanding | 158,045 | 139,841 | 144,305 | 139,779 | 138,072 | 139,650 | 139,588 | ||||
Dilutive effect of share-based awards | 9,000 | 6,713 | 9,242 | 7,064 | 7,372 | 3,396 | |||||
Weighted-average dilutive shares outstanding | 167,045 | 146,554 | 153,547 | 146,843 | 145,443 | 143,046 | 139,588 | ||||
Basic earnings per share | $ 0.05 | $ 0.04 | $ 0.01 | $ 0.09 | $ 0.15 | $ 0.17 | $ 0.02 | ||||
Diluted earnings per share | $ 0.05 | $ 0.04 | $ 0.01 | $ 0.08 | $ 0.14 | $ 0.16 | $ 0.02 | ||||
Weighted average shares issuable under stock-based awards, excluded from diluted EPS calculation | 4,600 | 9,200 | 4,300 | 7,500 | 7,516 | 9,265 | 17,962 |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details) - shares shares in Thousands | Apr. 19, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 20, 2017 |
2021 Omnibus Equity Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized | 30,000 | |||
Share-based compensation arrangement by share-based payment award, annual increase in shares authorized as a percentage of outstanding common shares | 5.00% | |||
2017 Equity Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized | 22,182 | |||
Term of award | 10 years | 10 years | ||
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | 4 years | ||
Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | 2 years |
Stock-Based Compensation - St_3
Stock-Based Compensation - Stock option activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Options | |||||
Outstanding beginning balance | 14,713 | 19,656 | 18,542 | 15,180 | |
Options granted | 1,707 | 4,293 | 1,563 | 3,995 | |
Options exercised | (1,710) | (254) | (65) | (2) | |
Options forfeited | (271) | (8,982) | (384) | (631) | |
Outstanding Ending balance | 14,439 | 14,713 | 19,656 | 18,542 | 15,180 |
Options expected to vest | 4,136 | 5,269 | |||
Options exercisable | 6,404 | 5,480 | |||
Weighted Average Exercise Price | |||||
Outstanding beginning balance (in dollars per share) | $ 4.47 | $ 2.35 | $ 2.14 | $ 2.11 | |
Options granted (in dollars per share) | 30.95 | 9.19 | 5.04 | 2.33 | |
Options exercised (in dollars per share) | 3.28 | 2.89 | 2.43 | 2 | |
Options forfeited (in dollars per share) | 7.15 | 2.13 | 2.90 | 2.67 | |
Outstanding ending balance (in dollars per share) | 7.70 | 4.47 | $ 2.35 | $ 2.14 | $ 2.11 |
Options expected to vest (in dollars per share) | 16.20 | 7.17 | |||
Options exercisable (in dollars per share) | $ 3.68 | $ 2.52 | |||
Additional disclosures | |||||
Weighted Average Remaining Contractual Life (Years) | 7 years 4 months 28 days | 7 years 9 months 14 days | 8 years 14 days | 8 years 11 months 4 days | 9 years 10 months 6 days |
Options expected to vest (in years) | 8 years 10 months 24 days | ||||
Options exercisable (Years) | 6 years 8 months 12 days | ||||
Aggregate Intrinsic Value, outstanding (Beginning balance) | $ 181,914 | $ 86,024 | $ 5,277 | ||
Aggregate Intrinsic Value, outstanding (ending balance) | 383,974 | 181,914 | $ 86,024 | $ 5,277 | |
Aggregate Intrinsic Value, expected to vest | 75,637 | 50,983 | |||
Aggregate Intrinsic Value, exercisable | $ 195,205 | $ 78,389 |
Stock-Based Compensation - Ad_2
Stock-Based Compensation - Additional information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Outstanding Ending balance | 14,439 | 14,713 | 19,656 | 18,542 | |
Weighted average grant date fair value (in dollars per share) | $ 12.85 | $ 2.40 | $ 2.67 | $ 1.41 | $ 0.51 |
Intrinsic value | $ 50.5 | $ 0.5 | $ 3.6 | $ 0.3 | $ 0 |
Performance and Market Based Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted | 0 | 600 | |||
Outstanding Ending balance | 3,433 | 3,433 |
Stock-Based Compensation - Bl_2
Stock-Based Compensation - Black-Scholes-Merton option-pricing model (Details) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Risk - free interest rate (percentage), minimum | 0.60% | 0.30% | 1.60% | 2.30% |
Risk - free interest rate (percentage), maximum | 1.10% | 1.60% | 2.60% | 3.10% |
Expected volatility (percentage), minimum | 42.10% | 39.90% | 35.40% | 34.50% |
Expected volatility (percentage), maximum | 43.60% | 44.10% | 40.90% | 35.40% |
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Expected term (years) | 5 years 10 months 24 days | 5 years 3 months 18 days | 5 years 7 months 6 days | 5 years 10 months 24 days |
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||
Expected term (years) | 6 years 1 month 6 days | 6 years 3 months 18 days | 6 years 1 month 6 days | 6 years 3 months 18 days |
Stock-Based Compensation - Re_2
Stock-Based Compensation - Restricted stock award activity (Details) - Restricted Stock Units (RSUs) - $ / shares shares in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2017 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Number of Shares | ||||||
Outstanding beginning balance | 1,261 | 37 | ||||
Granted | 37 | 75 | 1,720 | 1,510 | ||
Vested | (322) | (185) | (38) | (38) | ||
Forfeited | (4) | (101) | ||||
Outstanding ending balance | 2,655 | 1,261 | 37 | |||
Expected to vest | 2,330 | 1,149 | ||||
Weighted Average Grant Date Fair Value | ||||||
Outstanding beginning balance (in dollars per share) | $ 7.74 | $ 3.72 | ||||
Granted (in dollars per share) | $ 3.72 | $ 1.68 | 30.88 | 7.59 | ||
Vested (in dollars per share) | 8.97 | |||||
Forfeited (in dollars per share) | 35.54 | |||||
Outstanding ending balance (in dollars per share) | $ 22.54 | $ 7.74 | $ 3.72 |
Stock-Based Compensation - St_4
Stock-Based Compensation - Stock-based compensation expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | $ 4,848 | $ 1,619 | $ 12,100 | $ 3,561 | $ 20,527 | $ 1,680 | $ 1,442 |
Unrecognized stock-based compensation expense | 68,900 | $ 68,900 | |||||
Weighted-average period over which unrecognized stock-based compensation expense are expected to be recognized | 1 year 7 months 6 days | ||||||
Restricted Stock Units (RSUs) | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | 100 | 100 | |||||
Unrecognized stock-based compensation expense | $ 15,500 | ||||||
Weighted-average period over which unrecognized stock-based compensation expense are expected to be recognized | 1 year 3 months 18 days | ||||||
Share based compensation arrangement by share based payment award, equity instruments other options, vested in period, total grant date fair value | $ 2,900 | ||||||
Cost of Revenue | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | $ 673 | 305 | 219 | ||||
Product development | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | 1,239 | 212 | 1,953 | 465 | 6,151 | 450 | 287 |
Sales, marketing and customer support | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | 1,423 | 305 | 3,743 | 869 | 13,703 | 917 | 930 |
General and administrative | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | $ 2,186 | $ 1,102 | $ 6,404 | $ 2,227 | 20,527 | $ 1,680 | $ 1,442 |
General and administrative | Restricted Stock Units (RSUs) | |||||||
Share-based payment arrangements information | |||||||
Total stock-based compensation expense | $ 700 |
Stock-Based Compensation - Empl
Stock-Based Compensation - Employee Stock Purchase Plan (Details) - USD ($) shares in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Mar. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $ 4,848 | $ 1,619 | $ 12,100 | $ 3,561 | $ 20,527 | $ 1,680 | $ 1,442 | |
2021 Employee Stock Purchase Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 3,000 | |||||||
Share-based compensation arrangement by share-based payment award, annual increase in shares authorized as a percentage of outstanding common shares | 1.00% | |||||||
Maximum | 2021 Employee Stock Purchase Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $ 100 | $ 100 |
Stockholders' Equity (Details_2
Stockholders' Equity (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Oct. 27, 2021shares | Oct. 06, 2021shares | Apr. 23, 2021USD ($)$ / sharesshares | Apr. 09, 2021USD ($)$ / sharesshares | Mar. 11, 2021shares | Feb. 17, 2021shares | Jan. 28, 2021shares | Sep. 30, 2019shares | Sep. 30, 2017shares | Sep. 30, 2021USD ($)$ / sharesshares | Jun. 30, 2021USD ($) | Sep. 30, 2021USD ($)$ / sharesshares | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019$ / sharesshares | Dec. 31, 2018shares | Mar. 29, 2021$ / shares |
Granted | 1,707 | 4,293 | 1,563 | 3,995 | |||||||||||||
Cash received from new investors | $ | $ 346,150 | ||||||||||||||||
Underwriting discount fees | $ | $ 21,797 | $ 1,230 | 3,610 | ||||||||||||||
Stock offering cost | $ | $ 21,797 | $ 1,852 | $ 3,555 | ||||||||||||||
Treasury stock, shares reissued | $ | $ 15,146 | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||
Preferred stock, par value | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||
Common stock, shares authorized | 1,000,000 | 1,000,000 | 700,000 | 700,000 | |||||||||||||
Preferred stock, shares authorized | 100,000 | 100,000 | 61,006 | 0 | |||||||||||||
Stock options | |||||||||||||||||
Number of days option to purchase | 4 years | 4 years | |||||||||||||||
Stock options | 2021 Omnibus Equity Incentive Plan | |||||||||||||||||
Granted | 365 | 73 | |||||||||||||||
Stock options | 2021 Omnibus Equity Incentive Plan | Subsequent Event | |||||||||||||||||
Granted | 11 | ||||||||||||||||
Restricted Stock Units (RSUs) | |||||||||||||||||
Granted | 37 | 75 | 1,720 | 1,510 | |||||||||||||
Number of days option to purchase | 4 years | 2 years | |||||||||||||||
Restricted Stock Units (RSUs) | 2021 Omnibus Equity Incentive Plan | |||||||||||||||||
Granted | 268 | ||||||||||||||||
Restricted Stock Units (RSUs) | 2021 Omnibus Equity Incentive Plan | Subsequent Event | |||||||||||||||||
Granted | 9 | 213 | |||||||||||||||
Granted | 36 | 13 | |||||||||||||||
Series A Preferred Stock | |||||||||||||||||
Purchase price | $ | $ 85,464 | ||||||||||||||||
Private Placement | |||||||||||||||||
Purchase price | $ | $ 30,000 | ||||||||||||||||
IPO | |||||||||||||||||
Number of shares issued | 9,977 | ||||||||||||||||
Purchase price | $ | $ 269,390 | ||||||||||||||||
Purchase price per share | $ / shares | $ 27 | ||||||||||||||||
Aggregate net proceeds | $ | $ 253,200 | ||||||||||||||||
Underwriting discount fees | $ | 16,200 | ||||||||||||||||
Stock offering cost | $ | $ 26,800 | ||||||||||||||||
Number of shares converted | 20,335 | ||||||||||||||||
Convertible preferred stock, conversion ratio | 1 | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | |||||||||||||||
Preferred stock, par value | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||
Common stock, shares authorized | 1,000,000 | 1,000,000 | 1,000,000 | ||||||||||||||
Preferred stock, shares authorized | 100,000 | 100,000 | 100,000 | ||||||||||||||
Underwriter Option | |||||||||||||||||
Number of shares issued | 1,350 | ||||||||||||||||
Tiger Global Management, LLC | Private Placement | |||||||||||||||||
Number of shares issued | 1,111 | ||||||||||||||||
Purchase price per share | $ / shares | $ 27 | ||||||||||||||||
Gross proceeds | $ | $ 30,000 | ||||||||||||||||
Aggregate net proceeds | $ | 29,000 | ||||||||||||||||
Underwriting discount fees | $ | 1,000 | ||||||||||||||||
Tiger Global Management, LLC | Private Placement | Subsequent Event | |||||||||||||||||
Gross proceeds | $ | $ 30,000 | ||||||||||||||||
Providence | Private Placement | |||||||||||||||||
Number of shares issued | 5,356 | ||||||||||||||||
Providence | Underwriter Option | |||||||||||||||||
Number of shares issued | 650 | ||||||||||||||||
General and administrative | IPO | |||||||||||||||||
Stock offering cost | $ | $ 0 | $ 21,800 |
Commitments and Contingencies_6
Commitments and Contingencies (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accrued Liabilities, Current [Abstract] | |||
Vendor payments | $ 5,254 | $ 3,896 | $ 2,918 |
Employee commissions and bonuses | 8,372 | 11,344 | 9,000 |
Payroll and other employee related expense | 8,810 | 6,957 | 2,789 |
401k and pension expense | 1,459 | 1,358 | 851 |
Other taxes | 1,232 | 1,864 | 820 |
Total accrued expense | $ 25,127 | $ 25,419 | $ 16,378 |
Commitments and Contingencies_7
Commitments and Contingencies - Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Leased Assets [Line Items] | |||||||
Expense on recognition of a cease use liability | $ 800 | $ 800 | |||||
Operating leases future minimum lease obligations | |||||||
2021(for remaining three months) | 1,550 | 1,550 | |||||
2021 | $ 5,458 | ||||||
2022 | 5,347 | 5,347 | 4,004 | ||||
2023 | 4,880 | 4,880 | 3,461 | ||||
2024 | 1,015 | 1,015 | 242 | ||||
2025 | 981 | 981 | |||||
2026 | 368 | 368 | |||||
Thereafter | 76 | 76 | |||||
Total | 14,217 | 14,217 | 13,165 | ||||
Office | |||||||
Operating Leased Assets [Line Items] | |||||||
Rent expense | 5,900 | $ 4,500 | $ 3,300 | ||||
Data center | |||||||
Operating Leased Assets [Line Items] | |||||||
Rent expense | $ 1,100 | $ 1,500 | $ 1,400 | ||||
Office and data center | |||||||
Operating Leased Assets [Line Items] | |||||||
Rent expense | $ 1,500 | $ 1,800 | $ 3,900 | $ 5,300 |
Commitments and Contingencies_8
Commitments and Contingencies - Capital Leases (Details) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021USD ($)agreement | Dec. 31, 2020USD ($)agreement | Dec. 31, 2019USD ($) | |
Commitments and Contingencies | |||
Number of lease agreement | agreement | 7 | 6 | |
Future minimum capital lease payments | |||
2021 (for remaining three months) | $ 674 | ||
2021 | $ 1,613 | ||
2022 | 2,144 | 1,615 | |
2023 | 1,937 | 1,409 | |
2024 | 598 | 510 | |
2025 | 170 | 170 | |
Total | 5,523 | 5,317 | |
Less: Amount representing interest | (277) | (355) | |
Present Value of net minimum capital lease payments | 5,246 | 4,962 | |
Capital leases short term | 2,140 | 1,515 | $ 1,365 |
Capital leases long term | 3,106 | 3,447 | $ 3,518 |
Total | $ 5,246 | $ 4,962 |
Commitments and Contingencies_9
Commitments and Contingencies - Contingencies (Details) - Zentrick N V $ in Millions | Sep. 30, 2021USD ($) |
Loss Contingencies [Line Items] | |
Technical milestone and revenue target | $ 2.8 |
Minimum | |
Loss Contingencies [Line Items] | |
Estimate of possible payment | 2.8 |
Maximum | |
Loss Contingencies [Line Items] | |
Estimate of possible payment | $ 5.5 |
Segment Information (Details)_2
Segment Information (Details) - segment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Segment Information | ||
Number of operating segment | 1 | 1 |
Number of reportable segments | 1 | 1 |
Subsequent Events (Details)_2
Subsequent Events (Details) - USD ($) shares in Thousands, $ in Millions | Nov. 09, 2021 | Oct. 27, 2021 | Oct. 06, 2021 | Mar. 11, 2021 | Feb. 17, 2021 | Jan. 28, 2021 | Sep. 30, 2019 | Sep. 30, 2017 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Subsequent Event [Line Items] | ||||||||||||
Options granted | 1,707 | 4,293 | 1,563 | 3,995 | ||||||||
Stock options | 2021 Omnibus Equity Incentive Plan | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Options granted | 365 | 73 | ||||||||||
Stock options | Subsequent Event | 2021 Omnibus Equity Incentive Plan | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Options granted | 11 | |||||||||||
Restricted Stock Units (RSUs) | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Other than stock options granted | 37 | 75 | 1,720 | 1,510 | ||||||||
Restricted Stock Units (RSUs) | 2021 Omnibus Equity Incentive Plan | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Options granted | 268 | |||||||||||
Restricted Stock Units (RSUs) | Subsequent Event | 2021 Omnibus Equity Incentive Plan | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Options granted | 9 | 213 | ||||||||||
Other than stock options granted | 36 | 13 | ||||||||||
Open Slate | Subsequent Event | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Cash portion of acquisition payment | $ 125 | |||||||||||
Equity portion of acquisition payment | 25 | |||||||||||
Total consideration | $ 150 |