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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-40429

Paymentus Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

45-3188251

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer
Identification No.)

11605 North Community House Road, Suite 300

Charlotte, NC

28277

(Address of principal executive offices)

(Zip Code)

(888) 440-4826

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Class A Common Stock, par value $0.0001 per share

PAY

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

As of November 8, 2024, the registrant had 24,522,383 shares of Class A Common Stock, $0.0001 par value per share and 100,111,193 shares of Class B Common Stock, $0.0001 par value per share, outstanding.

 

 


 

Table of Contents

 

 

 

Page

 

Special Note Regarding Forward-Looking Statements

3

 

 

 

PART I.

FINANCIAL INFORMATION

 

 

 

Item 1.

Financial Statements (Unaudited)

 

 

Condensed Consolidated Balance Sheets

5

 

Condensed Consolidated Statements of Operations and Comprehensive Income

6

 

Condensed Consolidated Statements of Stockholders' Equity

7

 

Condensed Consolidated Statements of Cash Flows

9

 

Notes to Condensed Consolidated Financial Statements

10

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

19

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

26

Item 4.

Controls and Procedures

26

 

 

 

PART II.

OTHER INFORMATION

 

 

 

Item 1.

Legal Proceedings

28

Item 1A.

Risk Factors

28

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

28

Item 3.

Defaults Upon Senior Securities

28

Item 4.

Mine Safety Disclosures

28

Item 5.

Other Information

28

Item 6.

Exhibits

29

Signatures

30

 

 

2


 

 

Special Note Regarding Forward-Looking Statements

This quarterly report on Form 10-Q for the period ended September 30, 2024 (“Quarterly Report”) contains forward-looking statements within the meaning of the federal securities laws, such as those under the headings “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations,” which statements involve substantial risks and uncertainties. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from historical results or from any future results or projections expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements contained in this report may include statements about:

our ability to effectively manage our growth and expand our operations;
our ability to further attract, retain and expand our biller, financial institutions, partner and consumer base;
our ability to timely implement and recognize revenue from new customers;
our expectations regarding our revenue, expenses and other operating results;
the impact of any material cybersecurity incident on our reputation as a trusted brand or on our business, operating results and financial condition;
our market opportunity and anticipated trends in our business and industry;
our ability to remain competitive as we continue to scale our business;
our ability to develop new product features and enhance our platform;
our ability to hire and retain experienced and talented employees as we grow our business;
general economic conditions, including inflation, and their impact on us, consumer demand, average bill amounts and interchange fees, and the impact of changes from an evolving regulatory environment;
the impact of disruptions or instability in the financial services industry, or perceived or actual liquidity constraints at financial institutions, on our ability or the ability of our customers and vendors to meet operating expense requirements or to satisfy financial or other obligations;
our ability to realize the anticipated benefits of past or future acquisitions or strategic investments in complementary companies, products or technologies and our ability to manage the potential business disruption and diversion of management attention caused by such acquisitions;
our ability to maintain and enhance our brand;
our plan to expand into new channels and industry verticals across different markets;
the impact of widespread health issues on our operating results, liquidity and financial condition and on our employees, billers, financial institutions, partners, consumers and other key stakeholders;
our international expansion plans and ability to expand internationally; and
those factors described in the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Conditions and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023 and, where applicable, our subsequent Quarterly Reports on Form 10-Q, and the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Quarterly Report.

We caution you that the foregoing list may not contain all of the forward-looking statements made in this report.

You should not place undue reliance on our forward-looking statements as predictions of future events. We have based the forward-looking statements primarily on our current expectations and projections about future events and trends that we believe may affect our business, operating results, financial condition and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors, including those described in the section titled “Risk Factors” and elsewhere in this Quarterly Report. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this report. We cannot

3


 

assure you that the results, events and circumstances reflected in the forward-looking statements will be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements.

Neither we nor any other person assumes responsibility for the ultimate outcome of any of these forward-looking statements. Moreover, the forward-looking statements made in this report relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this report to reflect events or circumstances after the date of this report or to reflect new information or the occurrence of unanticipated events, except as required by law.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this report, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information.

Certain Definitions

In this report, unless the context requires otherwise, all references to “we,” “our,” “us,” “Paymentus,” and the “Company” refer to Paymentus Holdings, Inc., and where appropriate its consolidated subsidiaries.

4


 

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

PAYMENTUS HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

(Unaudited)

 

 

September 30,

 

December 31,

 

 

2024

 

2023

 

Assets

 

 

 

 

Current assets

 

 

 

 

Cash and cash equivalents

$

187,542

 

$

179,361

 

Restricted cash and cash equivalents

 

3,243

 

 

3,834

 

Accounts and other receivables, net of allowance for expected credit losses of $354 and $435, respectively

 

111,174

 

 

76,389

 

Income tax receivable

 

4,334

 

 

259

 

Prepaid expenses and other current assets

 

13,804

 

 

10,505

 

Total current assets

 

320,097

 

 

270,348

 

Property and equipment, net

 

1,323

 

 

1,558

 

Capitalized internal-use software development costs, net

 

65,993

 

 

58,787

 

Intangible assets, net

 

21,096

 

 

27,158

 

Goodwill

 

131,849

 

 

131,860

 

Operating lease right-of-use assets

 

8,610

 

 

10,027

 

Deferred tax asset

 

358

 

 

94

 

Other long-term assets

 

3,606

 

 

5,031

 

Total assets

$

552,932

 

$

504,863

 

Liabilities and Stockholders’ Equity

 

 

 

 

Current liabilities

 

 

 

 

Accounts payable

$

49,659

 

$

35,182

 

Accrued liabilities

 

20,299

 

 

21,301

 

Current portion of operating lease liabilities

 

2,098

 

 

1,853

 

Contract liabilities

 

2,192

 

 

4,089

 

Income tax payable

 

 

 

363

 

Total current liabilities

 

74,248

 

 

62,788

 

Deferred tax liability

 

1

 

 

1,067

 

Operating lease liabilities, less current portion

 

7,146

 

 

8,661

 

Contract liabilities, less current portion

 

2,744

 

 

2,731

 

Total liabilities

 

84,139

 

 

75,247

 

Stockholders’ equity

 

 

 

 

Preferred stock, $0.0001 par value per share, 5,000,000 shares authorized as of September 30, 2024 and December 31, 2023; none issued and outstanding as of September 30, 2024 and December 31, 2023

 

 

 

 

Class A common stock, $0.0001 par value per share, 883,950,000 shares authorized as of September 30, 2024 and December 31, 2023; 24,478,802 and 20,758,603 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively

 

2

 

 

2

 

Class B common stock, $0.0001 par value per share, 111,050,000 shares authorized as of September 30, 2024 and December 31, 2023; 100,126,384 and 103,062,508 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively

 

10

 

 

10

 

Additional paid-in capital

 

386,020

 

 

377,773

 

Accumulated other comprehensive income

 

(3

)

 

87

 

Retained earnings

 

82,764

 

 

51,744

 

Total stockholders’ equity

 

468,793

 

 

429,616

 

Total liabilities and stockholders' equity

$

552,932

 

$

504,863

 

The accompanying notes are an integral part of these condensed consolidated financial statements.

5


 

PAYMENTUS HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(In thousands, except share and per share data)

(Unaudited)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Revenue

 

$

231,571

 

 

$

152,423

 

 

$

613,868

 

 

$

449,690

 

Cost of revenue

 

 

170,906

 

 

 

105,513

 

 

 

441,727

 

 

 

316,840

 

Gross profit

 

 

60,665

 

 

 

46,910

 

 

 

172,141

 

 

 

132,850

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

13,187

 

 

 

11,035

 

 

 

37,773

 

 

 

33,595

 

Sales and marketing

 

 

26,451

 

 

 

21,481

 

 

 

76,456

 

 

 

63,344

 

General and administrative

 

 

8,939

 

 

 

9,083

 

 

 

27,245

 

 

 

26,958

 

Total operating expenses

 

 

48,577

 

 

 

41,599

 

 

 

141,474

 

 

 

123,897

 

Income from operations

 

 

12,088

 

 

 

5,311

 

 

 

30,667

 

 

 

8,953

 

Interest income, net

 

 

2,342

 

 

 

1,905

 

 

 

6,722

 

 

 

5,003

 

Other income (expense)

 

 

5

 

 

 

(17

)

 

 

275

 

 

 

(32

)

Income before income taxes

 

 

14,435

 

 

 

7,199

 

 

 

37,664

 

 

 

13,924

 

Provision for income taxes

 

 

(5

)

 

 

(822

)

 

 

(6,644

)

 

 

(1,004

)

Net income

 

$

14,430

 

 

$

6,377

 

 

$

31,020

 

 

$

12,920

 

Net income per share

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.12

 

 

$

0.05

 

 

$

0.25

 

 

$

0.10

 

Diluted

 

$

0.11

 

 

$

0.05

 

 

$

0.24

 

 

$

0.10

 

Weighted-average number of shares used to compute net income per share

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

124,538,195

 

 

 

123,620,260

 

 

 

124,251,147

 

 

 

123,430,652

 

Diluted

 

 

127,614,115

 

 

 

125,639,879

 

 

 

127,254,611

 

 

 

124,457,360

 

Comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

14,430

 

 

 

6,377

 

 

 

31,020

 

 

 

12,920

 

Foreign currency translation adjustments, net of tax

 

 

(8

)

 

 

(64

)

 

 

(90

)

 

 

22

 

Comprehensive income

 

$

14,422

 

 

$

6,313

 

 

$

30,930

 

 

$

12,942

 

 

The accompanying notes are an integral part of these condensed consolidated financial statements.

6


 

PAYMENTUS HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In thousands, except share amounts)

(Unaudited)

 

 

 

 

Additional

 

 

 

Other

 

Total

 

 

Common Stock

 

Paid-In

 

Retained

 

Comprehensive

 

Stockholders’

 

 

Shares

 

Amount

 

Capital

 

Earnings

 

Income (Loss)

 

Equity

 

Balances at December 31, 2023

 

123,821,111

 

$

12

 

$

377,773

 

$

51,744

 

$

87

 

$

429,616

 

Stock-based compensation

 

 

 

 

 

2,484

 

 

 

 

 

 

2,484

 

Issuance of Class A common stock for stock-based awards

 

304,865

 

 

 

 

100

 

 

 

 

 

 

100

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

(42

)

 

(42

)

Net income

 

 

 

 

 

 

 

7,226

 

 

 

 

7,226

 

Balances at March 31, 2024

 

124,125,976

 

$

12

 

$

380,357

 

$

58,970

 

$

45

 

$

439,384

 

Stock-based compensation

 

 

 

 

 

2,882

 

 

 

 

 

 

2,882

 

Issuance of Class A common stock for stock-based awards

 

348,503

 

 

 

 

37

 

 

 

 

 

 

37

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

(40

)

 

(40

)

Net income

 

 

 

 

 

 

 

9,364

 

 

 

 

9,364

 

Balances at June 30, 2024

 

124,474,479

 

$

12

 

$

383,276

 

$

68,334

 

$

5

 

$

451,627

 

Stock-based compensation

 

 

 

 

 

2,725

 

 

 

 

 

 

2,725

 

Issuance of Class A common stock for stock-based awards

 

130,707

 

 

 

 

19

 

 

 

 

 

 

19

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

(8

)

 

(8

)

Net income

 

 

 

 

 

 

 

14,430

 

 

 

 

14,430

 

Balances at September 30, 2024

 

124,605,186

 

$

12

 

 

386,020

 

$

82,764

 

$

(3

)

$

468,793

 

 

7


 

 

 

 

Additional

 

 

 

Other

 

Total

 

 

Common Stock

 

Paid-In

 

Retained

 

Comprehensive

 

Stockholders’

 

 

Shares

 

Amount

 

Capital

 

Earnings

 

Income (Loss)

 

Equity

 

Balances at December 31, 2022

 

123,241,173

 

$

12

 

$

367,767

 

$

29,422

 

$

(22

)

$

397,179

 

Stock-based compensation

 

 

 

 

 

2,159

 

 

 

 

 

 

2,159

 

Issuance of Class A common stock for stock-based awards

 

104,991

 

 

 

 

5

 

 

 

 

 

 

5

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

(7

)

 

(7

)

Net income

 

 

 

 

 

 

 

704

 

 

 

 

704

 

Balances at March 31, 2023

 

123,346,164

 

$

12

 

$

369,931

 

$

30,126

 

$

(29

)

$

400,040

 

Stock-based compensation

 

 

 

 

 

2,276

 

 

 

 

 

 

2,276

 

Issuance of Class A common stock for stock-based awards

 

160,625

 

 

 

 

196

 

 

 

 

 

 

196

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

93

 

 

93

 

Net income

 

 

 

 

 

 

 

5,839

 

 

 

 

5,839

 

Balances at June 30, 2023

 

123,506,789

 

$

12

 

$

372,403

 

$

35,965

 

$

64

 

$

408,444

 

Stock-based compensation

 

 

 

 

 

2,456

 

 

 

 

 

 

2,456

 

Issuance of Class A common stock for stock-based awards

 

185,159

 

 

 

 

235

 

 

 

 

 

 

235

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

(64

)

 

(64

)

Net income

 

 

 

 

 

 

 

6,377

 

 

 

 

6,377

 

Balances at September 30, 2023

 

123,691,948

 

$

12

 

$

375,094

 

$

42,342

 

$

 

$

417,448

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

8


 

PAYMENTUS HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

Cash flows from operating activities

 

 

 

 

 

 

Net income

 

$

31,020

 

 

$

12,920

 

Adjustments to reconcile net income to net cash provided by operating activities

 

 

 

 

 

 

Depreciation and amortization

 

 

26,827

 

 

 

22,314

 

Deferred income taxes

 

 

(1,333

)

 

 

278

 

Stock-based compensation

 

 

9,424

 

 

 

6,891

 

Non-cash lease expense

 

 

1,806

 

 

 

1,346

 

Amortization of contract asset

 

 

1,395

 

 

 

2,197

 

Provision for (benefit from) expected credit losses

 

 

114

 

 

 

(122

)

Other non-cash adjustments

 

 

(213

)

 

 

 

Change in operating assets and liabilities

 

 

 

 

 

 

Accounts and other receivables

 

 

(34,917

)

 

 

(6,941

)

Prepaid expenses and other current and long-term assets

 

 

(4,579

)

 

 

(1,797

)

Accounts payable

 

 

14,349

 

 

 

4,279

 

Accrued liabilities

 

 

(197

)

 

 

4,188

 

Operating lease liabilities

 

 

(1,656

)

 

 

(1,364

)

Contract liabilities

 

 

(1,883

)

 

 

1,232

 

Income taxes receivable, net of payable

 

 

(4,436

)

 

 

(1,034

)

Net cash provided by operating activities

 

 

35,721

 

 

 

44,387

 

Cash flows from investing activities

 

 

 

 

 

 

Purchases of property and equipment

 

 

(376

)

 

 

(511

)

Purchase of interest-bearing deposits

 

 

(2,569

)

 

 

 

Proceeds from matured interest-bearing deposits

 

 

2,566

 

 

 

 

Capitalized internal-use software development costs

 

 

(27,238

)

 

 

(25,339

)

Net cash used in investing activities

 

 

(27,617

)

 

 

(25,850

)

Cash flows from financing activities

 

 

 

 

 

 

Proceeds from exercise of stock-based awards

 

 

156

 

 

 

435

 

Settlement of holdback liability related to prior acquisitions

 

 

(545

)

 

 

 

Payments on other financing obligations

 

 

 

 

 

(1,709

)

Payments on finance leases

 

 

 

 

 

(102

)

Net cash used in financing activities

 

 

(389

)

 

 

(1,376

)

Effect of exchange rate changes on Cash and cash equivalents and Restricted cash

 

 

(125

)

 

 

46

 

Net increase in cash, cash equivalents and Restricted cash

 

 

7,590

 

 

 

17,207

 

Cash and cash equivalents and Restricted cash at the beginning of period

 

 

183,195

 

 

 

149,685

 

Cash and cash equivalents and Restricted cash at the end of period

 

$

190,785

 

 

$

166,892

 

Reconciliation of Cash and cash equivalents and Restricted Cash:

 

 

 

 

 

 

Cash and cash equivalents at the beginning of period

 

 

179,361

 

 

 

147,334

 

Restricted cash at the beginning of period

 

 

3,834

 

 

 

2,351

 

Cash and cash equivalents and Restricted cash at the beginning of period

 

$

183,195

 

 

$

149,685

 

Cash and cash equivalents at the end of period

 

 

187,542

 

 

 

162,062

 

Restricted cash at the end of period

 

 

3,243

 

 

 

4,830

 

Cash and cash equivalents and Restricted cash at the end of period

 

$

190,785

 

 

$

166,892

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

Cash paid for income taxes, net of refunds

 

$

12,419

 

 

$

1,718

 

Right-of-use assets obtained in exchange of operating lease obligations

 

$

466

 

 

$

1,356

 

The accompanying notes are an integral part of these condensed consolidated financial statements.

9


 

PAYMENTUS HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In thousands, unless otherwise stated)

(Unaudited)

1. Organization and Description of Business

Description of Business

Paymentus Holdings, Inc. and its wholly owned subsidiaries (“Paymentus” or the “Company”) provides electronic bill presentment and payment services, enterprise customer communication and self-service revenue management to billers through a Software-as-a-Service (“SaaS”), secure, omni-channel technology platform. The platform seamlessly integrates into a biller’s core financial and operating systems to provide flexible and secure access to payment processing of credit cards, debit cards, eChecks and digital wallets across a significant number of channels including online, mobile, IVR, call center, chatbot and voice-based assistants. Paymentus was incorporated in the state of Delaware on September 2, 2011 with office locations in Charlotte, North Carolina, Dallas, Texas, Santa Clara, California, Richmond Hill, Ontario (Canada), and Gurugram, Mohali and Bangalore (India). The Company is headquartered in Charlotte, North Carolina.

2. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the United States Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Accordingly, they do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. Therefore, these unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements and the related notes included in the Company's Form 10-K for the year ended December 31, 2023 filed with the SEC on March 5, 2024 (the “2023 Form 10-K”).

These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position, results of operations and comprehensive income, changes in stockholders' equity and cash flows for the periods presented. The results of operations for the three and nine months ended September 30, 2024 and 2023 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period.

Principles of Consolidation

The unaudited interim condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and balances have been eliminated upon consolidation.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, cost of revenue recognition, the allowance for credit losses, the lives of tangible and intangible assets, the valuation of acquired intangible assets and the recoverability or impairment of intangible assets, including goodwill, internal-use software development costs, valuation of stock warrants issued, stock-based compensation, and accounting for income taxes. The Company bases its estimates on historical experience and also on assumptions that management considers reasonable. The Company assesses these estimates on a regular basis; however, actual results could differ from these estimates.

Custodial Accounts

The Company has established a relationship with its merchant processors to act as collection and paying agents, whereby a merchant processor receives funds from customers and forwards such funds to the respective Paymentus client, based on the instructions received from the Company. These merchant processors act as custodians of the cash received, and the Company has no legal ownership rights to the funds held in such custodial accounts and does not control the use of these funds. As the Company does not take ownership of the funds, these custodial accounts are not included in the Company’s consolidated balance sheets. The balance of cash in the custodial accounts held by these merchant processors was $123.3 million and $510.8 million as of September 30, 2024 and December 31, 2023, respectively.

10


 

Concentration of Credit Risk

Financial instruments that potentially subject the Company to credit risk primarily consist of cash, cash equivalents and accounts receivable. The Company maintains its cash and cash equivalents with high-quality financial institutions with investment-grade ratings. For accounts receivable, the Company is exposed to credit risk in the event of nonpayment by customers and resellers to the extent of the amounts recorded in the consolidated balance sheets. No customer accounted for more than 10% of revenue for either of the three or nine months ended September 30, 2024 and 2023. As of December 31, 2023 and September 30, 2024 one reseller accounted for more than 10% of accounts receivable.

Segment Information

Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to make operating decisions, allocate resources and assess performance. The Company has three operating segments based on geography. The United States segment represents the vast majority of the Company’s consolidated net sales and gross profit. The additional two operating segments, Canada and India, do not meet the quantitative thresholds for separate reporting, either individually or in the aggregate. None of the operating segments qualified for aggregation. The Company’s CODM is its chief executive officer. The CODM evaluates the performance of the Company’s operating segments based on revenue and gross profit. The Company does not analyze discrete segment balance sheet information related to long-term assets. All other financial information is presented on a consolidated basis. For information regarding the Company’s long-lived assets and revenue by geographic area, see Note 4 and Note 3, respectively.

Summary of Significant Accounting Policies

The Company’s significant accounting policies are discussed in Note 2, “Basis of Presentation and Summary of Significant Accounting Policies,” in the Notes to Consolidated Financial Statements as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022 and 2021 included in the 2023 Form 10-K. There have been no significant changes to these policies during the three and nine months ended September 30, 2024.

Recently Adopted Accounting Standards

The Company is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 either (1) within the same periods as those otherwise applicable to public business entities, or (2) within the same time periods as non-public business entities, including early adoption when permissible. With the exception of standards the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below.

Accounting Standards Updates ("ASU") not listed below were assessed and determined to be either not applicable or are not expected to have a material impact on the consolidated financial statements.

Accounting Pronouncements Not Yet Adopted

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the CODM and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. The amendments in ASU 2023-07 are effective for public companies for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the potential impact of adopting this new guidance on our condensed consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09 "Income Tax Disclosures", which makes changes to annual disclosures of income taxes paid for all entities and requires entities to disclose the amount of income taxes paid, net of refunds received, disaggregated by federal, state and foreign jurisdiction. Additionally, entities are required to disclose income taxes paid, net of refunds received, for individual jurisdictions that comprise 5% or more of total income taxes paid. The 5% threshold is evaluated using the absolute value of the net refund or net payment in each jurisdiction compared to the absolute value of the total income taxes paid (net of refunds received). ASU 2023-09 requires all entities to disclose disaggregated domestic and foreign pre-tax income (or loss) from continuing operations along with disaggregated income tax expense (or benefit) by federal, state and foreign components. Such disaggregation by jurisdiction should classify taxes by jurisdiction based on the jurisdiction imposing the taxes. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024 for public companies. Early adoption is permitted. We are currently evaluating the potential impact of adopting this new guidance on our condensed consolidated financial statements and related disclosures.

11


 

3. Revenue, Performance Obligations and Contract Balances

Disaggregation of Revenue

The following table presents a disaggregation of revenue from contracts with customers:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Payment transaction processing revenue

 

$

228,826

 

 

$

150,500

 

 

$

605,142

 

 

$

443,565

 

Other

 

 

2,745

 

 

 

1,923

 

 

 

8,726

 

 

 

6,125

 

Total revenue

 

$

231,571

 

 

$

152,423

 

 

$

613,868

 

 

$

449,690

 

Revenue by geographic area, based on the location of the Company’s users, was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

United States

 

$

227,788

 

 

$

149,526

 

 

$

602,572

 

 

$

441,029

 

Other

 

 

3,783

 

 

 

2,897

 

 

 

11,296

 

 

 

8,661

 

Total

 

$

231,571

 

 

$

152,423

 

 

$

613,868

 

 

$

449,690

 

Remaining Performance Obligations

As of September 30, 2024, the aggregate amount of transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied was $4.9 million, of which the Company expects to recognize over 68% within the next two years, 24% between two to four years and the remainder thereafter. The timing of revenue recognition within the next four years is largely dependent upon the go-live dates of the Company's customers under the Company’s contracts.

As of September 30, 2024, the Company has contractual rights under its commercial agreements with customers and resellers to receive $79.5 million of fixed consideration related to the future minimum guarantees through 2029. As permitted, the Company has elected to exclude from this disclosure any variable consideration that meets specified criteria. Accordingly, the total unsatisfied or partially unsatisfied performance obligations related to processing services is significantly higher than the amount disclosed.

Contract Balances

Contract balances consist of the following:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Contract Assets included under:

 

 

 

 

 

 

Prepaid expenses and other current assets

 

$

2,893

 

 

$

2,893

 

Other long-term assets

 

 

3,397

 

 

 

4,783

 

Total contract assets

 

$

6,290

 

 

$

7,676

 

Contract Liabilities:

 

 

 

 

 

 

Current

 

$

2,192

 

 

$

4,089

 

Non-current

 

 

2,744

 

 

 

2,731

 

Total contract liabilities

 

$

4,936

 

 

$

6,820

 

 

12


 

The amortization of related contract assets included in the condensed consolidated statements of operations and comprehensive income was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Revenue

 

$

153

 

 

$

635

 

 

$

459

 

 

$

1,888

 

Sales and marketing

 

 

740

 

 

 

121

 

 

 

2,268

 

 

 

308

 

Total amortization of contact assets

 

$

893

 

 

$

756

 

 

$

2,727

 

 

$

2,196

 

Revenue recognized during the three months ended September 30, 2024 and 2023 that was included in the contract liabilities balance at the beginning of each of the periods was $1.1 million and $0.5 million, respectively. Revenue recognized during the nine months ended September 30, 2024 and 2023 that was included in the contract liabilities balance at the beginning of each of the periods was $3.6 million and $1.4 million, respectively.

4. Property and Equipment, net

Property and equipment, net consisted of the following:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Computer equipment

 

$

6,293

 

 

$

6,059

 

Furniture and fixtures

 

 

1,796

 

 

 

1,715

 

Leasehold improvements

 

 

391

 

 

 

396

 

Total property and equipment

 

 

8,480

 

 

 

8,170

 

Less: Accumulated depreciation

 

 

(7,157

)

 

 

(6,612

)

Property and equipment, net

 

$

1,323

 

 

$

1,558

 

Depreciation expense recorded for property and equipment was $0.2 million and $0.2 million for the three months ended September 30, 2024 and 2023, respectively, and $0.6 million and $0.7 million for nine months ended September 30, 2024 and 2023, respectively.

The geographic locations of the Company’s long-lived assets, comprising property and equipment, based on physical location of the assets were as follows:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

United States

 

$

516

 

 

$

558

 

Other

 

 

807

 

 

 

1,000

 

Total

 

$

1,323

 

 

$

1,558

 

 

5. Goodwill, Internal-use Software Development Costs and Intangible Assets

Goodwill

The changes in the carrying amount of goodwill by reporting unit were as follows (in thousands):

 

 

United
States

 

 

Other

 

 

Total

 

Balance as of December 31, 2023

 

$

131,028

 

 

$

832

 

 

$

131,860

 

Foreign currency translation adjustments

 

 

 

 

 

(11

)

 

 

(11

)

Balance as of September 30, 2024

 

$

131,028

 

 

$

821

 

 

$

131,849

 

Internal-use Software Development Costs

During the three months ended September 30, 2024 and 2023, the Company capitalized $9.0 million and $8.7 million in software development and implementation costs, respectively, and during the nine months ended September 30, 2024 and 2023, the Company capitalized $27.4 million and $25.3 million in software development and implementation costs, respectively.

13


 

During the three months ended September 30, 2024 and 2023, the Company recorded $4.6 million and $3.5 million of amortization expense in cost of revenue, respectively, and $2.5 million and $2.0 million of amortization expense in operating expenses, respectively. During the nine months ended September 30, 2024 and 2023, the Company recorded $13.0 million and $9.5 million of amortization expense in cost of revenue, respectively, and $7.1 million and $5.8 million of amortization expense in operating expenses, respectively.

Intangible Assets

Intangible assets, net consisted of the following (in thousands):

 

 

September 30, 2024

 

 

 

Gross
Carrying
Amount

 

 

Accumulated
Amortization

 

 

Net
Carrying
Amount

 

Technology

 

$

21,833

 

 

$

(17,767

)

 

$

4,066

 

Customer relationship

 

 

31,991

 

 

 

(15,917

)

 

 

16,074

 

Software and license

 

 

2,962

 

 

 

(2,946

)

 

 

16

 

Trademark

 

 

4,038

 

 

 

(3,098

)

 

 

940

 

Total

 

$

60,824

 

 

$

(39,728

)

 

$

21,096

 

 

 

 

December 31, 2023

 

 

 

Gross
Carrying
Amount

 

 

Accumulated
Amortization

 

 

Net
Carrying
Amount

 

Technology

 

$

21,845

 

 

$

(14,951

)

 

$

6,894

 

Customer relationship

 

 

32,006

 

 

 

(13,480

)

 

 

18,526

 

Software and license

 

 

3,019

 

 

 

(2,979

)

 

 

40

 

Trademark

 

 

4,038

 

 

 

(2,340

)

 

 

1,698

 

Total

 

$

60,908

 

 

$

(33,750

)

 

$

27,158

 

Amortization expense of intangible assets was $2.0 million and $2.1 million for the three months ended September 30, 2024 and 2023, respectively, and $6.1 million and $6.4 million for the nine months ended September 30, 2024 and 2023, respectively.

As of September 30, 2024, future expected amortization expense is as follows (in thousands):

Years Ending December 31,

 

 

 

2024 (remaining 3 months)

 

$

2,036

 

2025

 

 

6,604

 

2026

 

 

3,738

 

2027

 

 

3,269

 

2028

 

 

3,269

 

Thereafter

 

 

2,180

 

Total future amortization expense

 

$

21,096

 

There were no impairments of goodwill, internal-use software development costs or intangible assets in the three or nine months ended September 30, 2024 and 2023.

6. Accrued Liabilities

The composition of accrued liabilities is as follows:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Payroll and employee-related expenses

 

$

14,129

 

 

$

15,455

 

Other accrued liabilities

 

 

6,170

 

 

 

5,846

 

Total

 

$

20,299

 

 

$

21,301

 

 

14


 

7. Commitments and Contingencies

Other Commitments

The Company has entered into certain non-cancellable agreements for software and marketing services that specify all significant terms, including fixed or minimum services to be used, pricing provisions and the approximate timing of the transaction. Obligations under contracts that are cancellable or with remaining terms of 12 months or less are not included. There have been no material changes to the Company's contractual obligations or commitments outside of the ordinary course of business as compared to those described in the 2023 Form 10-K.

Legal Matters

The Company is involved from time to time in various claims and legal proceedings arising in the ordinary course of business. From time to time as appropriate, the Company accrues liabilities related to legal claims in its financial statements. While it is not feasible to predict or determine the ultimate outcome of these matters, the Company believes that, as of September 30, 2024, no current claims and legal proceedings will have a material adverse effect on its financial position, results of operations, or cash flows.

Indemnification

The Company enters into indemnification provisions under agreements with other parties in the ordinary course of business, including business partners, investors, contractors, customers, and the Company’s officers, directors, and certain employees. The Company has agreed to indemnify and defend the indemnified party claims and related losses suffered or incurred by the indemnified party from actual or threatened third-party claims due to the Company’s activities or non-compliance with obligations or representations made by the Company. The Company seeks to limit, or cap, its indemnification exposure in its commercial and other contracts. It is not possible to determine the maximum potential loss under these indemnification provisions due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision.

8. Equity

Warrant

On May 13, 2021, the Company entered into a warrant agreement with JPMC Strategic Investments I Corporation (“JPMC”), an affiliate of J.P. Morgan Securities LLC, an underwriter in our 2021 initial public offering ("IPO"), pursuant to which the Company agreed to issue a warrant to JPMC for up to 509,370 shares of Class A common stock upon completion of the IPO at an exercise price of $18.38 per share (the “May 2021 warrant agreement”). Upon completion of the IPO, 382,027 of the warrant shares vested and were exercisable. The vesting of the remaining 127,343 shares of Class A common stock underlying the warrant will be subject to the achievement of certain commercial milestones through December 31, 2025 pursuant to a related commercial agreement with JPMorgan Chase Bank, National Association (“JPM Chase”), an affiliate of JPMC. As discussed below, this commercial agreement was amended in August 2022, and the achievement of certain commercial milestones was extended through December 31, 2026 and minimum revenue commitments were set for each of the calendar years through 2026. As of September 30, 2024, 448,880 warrant shares were vested and exercisable under the May 2021 warrant agreement.

On August 29, 2022, the Company entered into a second warrant agreement with JPMC, in connection with an amendment to the Company's existing commercial agreement with JPM Chase discussed above, pursuant to which the Company issued a warrant to JPMC for up to 684,510 shares of Class A common stock at an exercise price of $10.10 per share (the “August 2022 warrant agreement”). Upon signing the August 2022 warrant agreement, 171,128 of the warrant shares vested and were exercisable. The vesting of the remaining 513,382 shares of Class A common stock underlying the warrant will be subject to the achievement of certain commercial milestones through December 31, 2026 pursuant to the commercial agreement, as amended. As of September 30, 2024 there were no additional warrant shares vested under the August 2022 warrant agreement.

As of September 30, 2024, an aggregate of 620,008 warrants had vested and were exercisable under the outstanding warrant agreements.

The Company accounts for the consideration payable in the form of warrants to its vendor as share based compensation expense. The warrant fair value was determined using the Black-Scholes pricing model in accordance with ASC 718, Compensation-Stock Compensation.

9. Stock-Based Compensation

In May 2021, the Company’s board of directors (the "Board") adopted, and its stockholders approved, the 2021 Equity Incentive Plan (the “2021 Plan”), which became effective in connection with the IPO. The 2021 Plan provides for the grant

15


 

of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code ("IRC"), to the Company’s employees and any of its parent or subsidiary corporations’ employees, and for the grant of non-statutory stock options, restricted stock, restricted stock units, stock appreciation rights, and performance awards to the Company’s employees, directors and consultants and any of its parent or subsidiary corporations’ employees and consultants. A total of approximately 10.5 million shares of the Companys Class A common stock have been reserved for issuance under the 2021 Plan in addition to (i) an annual increase of 4% of the outstanding shares of the Company's common stock, with Class A and Class B common stock taken together, on the first day of each fiscal year, subject to the Compensation Committee of the Board exercising discretion to increase or decrease such amount (the “Evergreen Addition”), and (ii) upon the expiration, forfeiture, cancellation, or reacquisition of any shares of Class B common stock underlying outstanding stock awards granted under the 2012 Equity Incentive Plan, an equal number of shares of Class A common stock, such number of shares not to exceed 7.6 million shares. On January 1, 2024, pursuant to the Evergreen Addition, approximately 5 million shares of Class A common stock were added to the 2021 Plan issuance reserve. At September 30, 2024, there were approximately 21.8 million remaining shares available for the Company to grant under the 2021 Plan.

Stock Options

A summary of the Company’s option activity during the nine months ended September 30, 2024 was as follows (in thousands, except for share and per share amount):

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

Weighted-

 

 

Average

 

 

 

 

 

 

 

 

Average

 

 

Remaining

 

 

Aggregate

 

 

Options

 

 

Exercise Price

 

 

Contractual

 

 

Intrinsic

 

 

Outstanding

 

 

per Share

 

 

Life (years)

 

 

Value

 

Outstanding at December 31, 2023

 

3,849,350

 

 

$

7.87

 

 

 

5.06

 

 

$

38,505

 

Options exercised

 

(209,459

)

 

 

0.74

 

 

 

 

 

 

 

Options forfeited

 

(2,333

)

 

 

8.66

 

 

 

 

 

 

 

Outstanding at September 30, 2024

 

3,637,558

 

 

$

8.28

 

 

 

4.46

 

 

$

42,705

 

Exercisable at September 30, 2024

 

3,610,609

 

 

$

8.27

 

 

 

4.45

 

 

$

42,407

 

No options were granted or expired during the nine months ended September 30, 2024. Aggregate intrinsic value represents the difference between the exercise price of the options and the fair value of the Company’s common stock.

Restricted Stock Units (“RSUs”)

A summary of the Company’s RSU activity during the nine months ended September 30, 2024 was as follows:

 

 

 

 

Weighted-

 

 

Number of

 

 

Average

 

 

RSUs

 

 

Grant Date

 

 

Outstanding

 

 

Fair Value

 

Awarded and unvested at December 31, 2023

 

1,946,006

 

 

$

12.74

 

Awards granted

 

1,045,344

 

 

 

19.23

 

Awards vested

 

(573,116

)

 

 

12.62

 

Awards forfeited

 

(188,826

)

 

 

11.66

 

Awarded and unvested at September 30, 2024

 

2,229,408

 

 

$

15.90

 

 

16


 

The fair value of RSU grants is determined based upon the market closing price of the Company’s Class A common stock on the date of grant. RSUs vest over the requisite service period, which generally ranges between four years and five years from the date of grant for employees and one to three years for directors, subject to continued employment for employees and provision of services for non-employees.

Stock-based compensation expense included in the condensed consolidated statements of operations and comprehensive income was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Cost of revenue

 

$

67

 

 

$

36

 

 

$

184

 

 

$

110

 

Research and development

 

 

823

 

 

 

484

 

 

 

2,277

 

 

 

1,492

 

Sales and marketing

 

 

1,331

 

 

 

690

 

 

 

4,135

 

 

 

2,096

 

General and administrative

 

 

947

 

 

 

1,246

 

 

 

2,828

 

 

 

3,193

 

Total stock-based compensation

 

$

3,168

 

 

$

2,456

 

 

$

9,424

 

 

$

6,891

 

At September 30, 2024, there was $0.1 million of total unrecognized compensation cost related to unvested stock options granted under the 2012 Equity Incentive Plan, which is expected to be recognized over a remaining weighted-average period of 1.1 years.

At September 30, 2024, there was $32.0 million of total unrecognized compensation cost related to unvested RSUs granted under the 2021 Plan, which is expected to be recognized over a remaining weighted-average period of 3.4 years.

10. Income Taxes

The Company computes its tax provision for the three and nine months ended September 30, 2024 by applying the estimated annual effective tax rate to year-to-date income from recurring operations and adjusting for discrete items arising in that quarter. During the current quarter, given demonstrated profitability net of permanent adjustments now resulting in cumulative income in recent years and other positive factors including the utilization of federal net operating losses and continued forecasted profitability, the Company has determined to release its valuation allowance against most US deferred tax assets, resulting in a discrete benefit for the three months ended September 30, 2024.

The Company’s effective tax rate for the three and nine months ended September 30, 2024 was 0.03% and 17.6%, respectively, and for the three and nine months ended September 30, 2023 was 11.4% and 7.2%, respectively. The difference between the Company’s effective tax rate and the U.S. federal statutory rate of 21% in 2024 was primarily due to the determination to release a valuation allowance against deferred tax assets in the US. In addition, the Company recorded certain discrete benefits related to excess tax benefits on stock-based compensation and research and development credit claims that were finalized during the three months ended September 30, 2024. In 2023, the difference between the Company’s effective tax rate and the US federal statutory rate of 21% was primarily the result of changes in the Company's net US deferred tax assets and corresponding valuation allowance.

The Company forecasts an estimated effective tax rate in 2024, exclusive of discrete benefits, of 27%, which primarily differs from the US federal statutory rate due to state taxes and permanent differences on nondeductible compensation.

11. Net Income per Share Attributable to Common Stock

Basic net income per share attributable to common stock is computed by dividing net income for the period by the weighted average number of common shares outstanding during the period.

Diluted net income per share attributable to common stock is computed by giving effect to all potentially dilutive common stock equivalents to the extent they are dilutive. The dilutive effect of outstanding options, RSUs and warrants is reflected in diluted net income per share attributable to common stock by application of the treasury stock method. The calculation of diluted net income per share attributable to common stock excludes all anti-dilutive common shares.

The rights of the holders of Class A and Class B common stock are identical, except with respect to voting and conversion. As the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis to each class of common stock and the resulting basic and diluted net income per share attributable to common stockholders are, therefore, the same for both Class A and Class B common stock on both an individual and combined basis.

17


 

The following table sets forth the computation of basic and diluted net income per share attributable to common stock (in thousands, except for share and per share data):

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

Numerator:

 

 

 

 

 

 

 

 

Net income

$

14,430

 

$

6,377

 

$

31,020

 

$

12,920

 

Denominator:

 

 

 

 

 

 

 

 

Weighted-average shares of common stock — basic

 

124,538,195

 

 

123,620,260

 

 

124,251,147

 

 

123,430,652

 

Dilutive effect of stock options to purchase common stock

 

2,210,027

 

 

1,548,680

 

 

2,178,842

 

 

868,922

 

Dilutive effect of RSUs

 

721,882

 

 

429,863

 

 

714,991

 

 

153,330

 

Dilutive effect of warrants

 

144,011

 

 

41,076

 

 

109,631

 

 

4,456

 

Weighted-average shares of common stock — diluted

 

127,614,115

 

 

125,639,879

 

 

127,254,611

 

 

124,457,360

 

Net income per share

 

 

 

 

 

 

 

 

Basic

$

0.12

 

$

0.05

 

$

0.25

 

$

0.10

 

Diluted

$

0.11

 

$

0.05

 

$

0.24

 

$

0.10

 

The following table summarizes the weighted average securities that were excluded from the computation of diluted net income per share attributable to common stock as their inclusion would have been antidilutive:

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

Stock options to purchase common stock

 

 

 

 

 

 

 

103,804

 

RSUs

 

150,723

 

 

580,102

 

 

200,322

 

 

1,149,853

 

Warrants

 

 

 

417,045

 

 

 

 

417,045

 

 

18


 

 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

We are a leading provider of cloud-based bill payment technology and solutions. We deliver our next-generation product suite through a modern technology stack to more than 2,200 biller business and financial institution clients. Our platform was used by approximately 34 million consumers and businesses in North America in December 2023 to pay their bills, make money movements and engage with our clients. We serve billers of all sizes that primarily provide non-discretionary services across a variety of industry verticals, including utilities, financial services, insurance, government, telecommunications, real estate management, healthcare and education. We also serve financial institutions by providing them with a modern platform that their customers use for bill payment, account-to-account transfers and person-to-person transfers. By powering this comprehensive network of billers and financial institutions, each with their own set of bill payment requirements, we believe we have created an enviable feedback loop that enables us to continuously drive innovation, grow our business and uniquely improve the electronic bill payment experience for participants in the bill payment ecosystem.

Our platform provides our clients with easy-to-use, flexible and secure electronic bill payment experiences powered by an omni-channel payment infrastructure that allows consumers to pay their bills using their preferred payment type and channel. Because our biller platform is developed on a single code base and leverages a SaaS infrastructure, we can rapidly deploy new features and tools to our entire biller base simultaneously. Through a single point of integration to our billers’ core financial and operating systems, our mission-critical solutions provide our billers with a payments operating system that helps them collect revenue faster and more profitably and empower their consumers with the information and transparency needed to control their finances.

Transactions Processed

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2024

 

 

2023

 

 

% Growth

 

 

2024

 

 

2023

 

 

% Growth

 

 

(in millions)

 

 

 

 

 

(in millions)

 

 

 

 

Transactions processed

 

155.3

 

 

 

115.4

 

 

 

34.6

%

 

 

431.0

 

 

 

333.4

 

 

 

29.3

%

We define transactions processed as the number of revenue generating payment transactions, such as checks, credit card and debit card transactions, automated clearing house, or ACH, items and emerging payment types, which are initiated and generally processed through our platform during a period. The number of transactions also includes account-to-account and person-to-person transfers. The increase in the number of transactions processed during the three and nine months ended September 30, 2024 as compared to the same periods in 2023 was primarily driven by the addition of new billers and financial institutions and increased transactions from our existing billers and financial institutions.

Other Key Factors and Trends Affecting Our Operating Results

The discussion below includes a number of forward-looking statements regarding our future performance. For a discussion of important factors, including the continuing development of our business and other factors which could cause actual results to differ materially from matters referred to below, see the discussions under “Risk Factors” and “Special Note Regarding Forward-Looking Statements” herein and in our Form 10-K for the year ended December 31, 2023 or, the "2023 Form 10-K".

Impact of Economic and Inflationary Trends

Inflationary pressures have moderated, with price increases occurring at a reduced pace, and current expectations indicate further deceleration in inflation. However, economic uncertainty persists and may continue to present challenges to our performance for the remainder of 2024 and into 2025. While inflationary conditions have stabilized, elevated costs, particularly in the utility sector, and higher interchange fees remain impactful. We are proactively adjusting pricing to mitigate these pressures; however, the timing of our adjustments typically lags the inflationary effects experienced by our clients. We will remain vigilant in monitoring the economic landscape and will implement further pricing adjustments as necessary to address ongoing market dynamics.

Non-GAAP Measures

We use supplemental measures of our performance that are derived from our consolidated financial information but which are not presented in our consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles, or GAAP. These supplemental non-GAAP measures include contribution profit, adjusted gross profit, adjusted EBITDA and free cash flow.

Contribution Profit

19


 

We calculate contribution profit as gross profit plus other cost of revenue. Other cost of revenue equals cost of revenue less interchange and assessment fees paid by us to our payment processors.

Adjusted Gross Profit

We calculate adjusted gross profit as gross profit adjusted for non-cash items, primarily stock-based compensation and amortization of acquisition-related intangible assets and capitalized software development costs.

Adjusted EBITDA

We calculate adjusted EBITDA as net income before interest income, net, other income (expense), depreciation and amortization of acquisition-related intangible assets and capitalized software development costs, and income taxes, adjusted to exclude the effects of foreign exchange gains (losses), stock-based compensation expense and certain nonrecurring expenses that management believes are not indicative of ongoing operations.

Free Cash Flow

We calculate free cash flow as net cash provided by (used in) operating activities less capital expenditures, other intangible assets acquired, and capitalized internal-use software development costs.

How we use Non-GAAP Measures

We use non-GAAP measures to supplement financial information presented on a GAAP basis. We believe that excluding certain items from our GAAP results allows management and our board of directors to more fully understand our consolidated financial performance from period to period and helps management project our future consolidated financial performance as forecasts are developed at a level of detail different from that used to prepare GAAP-based financial measures. Moreover, we believe these non-GAAP measures provide our investors with useful information to help them evaluate our operating results by facilitating an enhanced understanding of our operating performance and enabling them to make more meaningful period-to-period comparisons. In particular, we exclude interchange and assessment fees in the presentation of contribution profit because we believe inclusion is less directly reflective of our operating performance as we do not control the payment product or channel used by consumers, which is the primary determinant of the amount of interchange and assessment fees. We use contribution profit to measure the amount available to fund our operations after interchange and assessment fees, which are directly linked to the number of transactions we process and thus our revenue and gross profit. There are limitations to the use of the non-GAAP measures presented in this report. Our non-GAAP measures may not be comparable to similarly titled measures of other companies; other companies, including companies in our industry, may calculate non-GAAP measures differently than we do, limiting the usefulness of those measures for comparative purposes. These non-GAAP measures should not be considered in isolation from or as a substitute for financial measures prepared in accordance with GAAP.

We also urge you to review the reconciliation of these non-GAAP financial measures included below. To properly and prudently evaluate our business, we encourage you to review the condensed consolidated financial statements and related notes included elsewhere in this report and to not rely on any single financial measure to evaluate our business.

Contribution Profit

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

 

(in thousands)

 

 Gross profit

$

60,665

 

$

46,910

 

$

172,141

 

$

132,850

 

Plus: other cost of revenue

 

19,339

 

 

14,583

 

 

53,711

 

 

41,764

 

Contribution profit

$

80,004

 

$

61,493

 

$

225,852

 

$

174,614

 

In general, contribution profit is driven by the number of transactions we process offset by network fees associated with processing those transactions. The amount of contribution profit per transaction may vary due to a variety of factors substantially outside of our control, including client size, type and industry as well as whether the client is a biller, financial institution or other partner. Contribution profit for the three and nine months ended September 30, 2024 increased approximately 30.1%, and 29.3%, respectively, as compared to the same periods in 2023. The increase was primarily driven by growth in transaction count and volume driven by the addition of new billers and financial institutions and increased transactions from our existing billers and financial institutions.

20


 

Adjusted Gross Profit

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

 

(in thousands)

 

Gross profit

$

60,665

 

$

46,910

 

$

172,141

 

$

132,850

 

Stock-based compensation

 

67

 

 

36

 

 

184

 

 

110

 

Amortization of capitalized software development costs

 

4,627

 

 

3,493

 

 

13,022

 

 

9,473

 

Amortization of acquisition-related intangibles

 

829

 

 

829

 

 

2,486

 

 

2,486

 

Adjusted gross profit

$

66,188

 

$

51,268

 

$

187,833

 

$

144,919

 

Adjusted gross profit for the three and nine months ended September 30, 2024 increased 29.1% and 29.6%, respectively, as compared to the same periods in 2023. Adjusted gross profit improved in line with contribution profit. Adjusted gross profit as a percentage of contribution profit remained consistent for the three and nine months ended September 30, 2024. Adjusted gross profit is driven primarily by the same factors that impact gross profit with the exception of excluding the amortization and stock-based compensation recorded in cost of revenue. The increase in amortization was driven by additional capitalization of software costs.

Adjusted EBITDA

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

 

(in thousands)

 

Net income — GAAP

$

14,430

 

$

6,377

 

 

31,020

 

$

12,920

 

Interest income, net

 

(2,342

)

 

(1,905

)

 

(6,722

)

 

(5,003

)

Other income (1)

 

 

 

 

 

(213

)

 

 

Provision for income taxes

 

5

 

 

822

 

 

6,644

 

 

1,004

 

Amortization of capitalized software development costs

 

7,097

 

 

5,473

 

 

20,147

 

 

15,286

 

Amortization of acquisition-related intangibles

 

2,020

 

 

2,095

 

 

6,061

 

 

6,359

 

Depreciation

 

204

 

 

204

 

 

619

 

 

669

 

EBITDA

$

21,414

 

$

13,066

 

$

57,556

 

$

31,235

 

 

 

 

 

 

 

 

 

 

Adjustments

 

 

 

 

 

 

 

 

Foreign exchange (gain) loss

 

(4

)

 

17

 

 

(61

)

 

32

 

Stock-based compensation

 

3,168

 

 

2,456

 

 

9,424

 

 

6,891

 

Adjusted EBITDA

$

24,578

 

$

15,539

 

$

66,919

 

$

38,158

 

 

(1) Other income consists of a remeasurement adjustment relating to the purchase price of a prior acquisition.

Adjusted EBITDA is a measure of profitability and generally is expected to move in line with revenue, contribution profit, gross profit and adjusted gross profit. Adjusted EBITDA increased 58.2% and 75.4% in the three and nine months ended September 30, 2024, respectively, as compared to the same periods in 2023. The increase was primarily driven by growth in transaction count and volume driven by the addition of new billers and financial institutions and increased transactions from our existing billers and financial institutions and the implementation of certain cost improvement measures.

21


 

Free Cash Flow

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

 

(in thousands)

 

Net cash provided by operating activities

$

6,737

 

$

13,143

 

$

35,721

 

$

44,387

 

Purchases of property and equipment and software

 

(72

)

 

(158

)

 

(376

)

 

(511

)

Capitalized internal-use software development costs

 

(8,876

)

 

(8,728

)

 

(27,238

)

 

(25,339

)

Free cash flow

$

(2,211

)

$

4,257

 

$

8,107

 

$

18,537

 

Net cash used in investing activities

$

(8,828

)

$

(8,886

)

$

(27,617

)

$

(25,850

)

Net cash provided by (used in) financing activities

$

(20

)

$

234

 

$

(389

)

$

(1,376

)

The decrease in free cash flow for the three and nine months ended September 30, 2024, as compared to the same periods in 2023, was primarily due to decreases in cash generated from operations.

Results of Operations

The following table sets forth our condensed consolidated statements of operations for the periods presented:

 

 

Three Months Ended September 30,

 

Change

 

Nine Months Ended September 30,

 

Change

 

 

 

2024

 

2023

 

$

 

%

 

2024

 

2023

 

$

 

%

 

 

 

(in thousands)

 

 

 

 

 

(in thousands)

 

 

 

 

 

Revenue

 

$

231,571

 

$

152,423

 

$

79,148

 

 

51.9

%

$

613,868

 

$

449,690

 

$

164,178

 

 

36.5

%

Cost of revenue

 

 

170,906

 

 

105,513

 

 

65,393

 

 

62.0

%

 

441,727

 

 

316,840

 

 

124,887

 

 

39.4

%

Gross profit

 

 

60,665

 

 

46,910

 

 

13,755

 

 

29.3

%

 

172,141

 

 

132,850

 

 

39,291

 

 

29.6

%

Gross margin (1)

 

 

26.2

%

 

30.8

%

 

 

 

 

 

28.0

%

 

29.5

%

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

13,187

 

 

11,035

 

 

2,152

 

 

19.5

%

 

37,773

 

 

33,595

 

 

4,178

 

 

12.4

%

Sales and marketing

 

 

26,451

 

 

21,481

 

 

4,970

 

 

23.1

%

 

76,456

 

 

63,344

 

 

13,112

 

 

20.7

%

General and administrative

 

 

8,939

 

 

9,083

 

 

(144

)

 

(1.6

)%

 

27,245

 

 

26,958

 

 

287

 

 

1.1

%

Total operating expenses

 

 

48,577

 

 

41,599

 

 

6,978

 

 

16.8

%

 

141,474

 

 

123,897

 

 

17,577

 

 

14.2

%

Income from operations

 

 

12,088

 

 

5,311

 

 

6,777

 

n/m

 

 

30,667

 

 

8,953

 

 

21,714

 

n/m

 

Interest income, net

 

 

2,342

 

 

1,905

 

 

437

 

 

22.9

%

 

6,722

 

 

5,003

 

 

1,719

 

 

34.4

%

Other income (expense) (2)

 

 

5

 

 

(17

)

 

22

 

n/m

 

 

275

 

 

(32

)

 

307

 

n/m

 

Income before income taxes

 

 

14,435

 

 

7,199

 

 

7,236

 

n/m

 

 

37,664

 

 

13,924

 

 

23,740

 

n/m

 

Provision for income taxes

 

 

(5

)

 

(822

)

 

817

 

 

(99.4

)%

 

(6,644

)

 

(1,004

)

 

(5,640

)

n/m

 

Net income

 

$

14,430

 

$

6,377

 

$

8,053

 

n/m

 

$

31,020

 

$

12,920

 

$

18,100

 

n/m

 

________________

n/m - not meaningful

(1) Gross margin is calculated as gross profit divided by revenue.

(2) Other income (expense) includes a remeasurement adjustment relating to the purchase price of a prior acquisition.

22


 

The following table presents the components of our condensed consolidated statements of operations for the periods presented as a percentage of revenue:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Revenue

 

 

100.0

%

 

 

100.0

%

 

 

100.0

%

 

 

100.0

%

Cost of revenue

 

 

73.8

%

 

 

69.2

%

 

 

72.0

%

 

 

70.5

%

Gross profit

 

 

26.2

%

 

 

30.8

%

 

 

28.0

%

 

 

29.5

%

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

5.7

%

 

 

7.2

%

 

 

6.20

%

 

 

7.5

%

Sales and marketing

 

 

11.4

%

 

 

14.1

%

 

 

12.50

%

 

 

14.1

%

General and administrative

 

 

3.9

%

 

 

6.0

%

 

 

4.40

%

 

 

6.0

%

Total operating expenses

 

 

21.0

%

 

 

27.3

%

 

 

23.1

%

 

 

27.6

%

Income from operations

 

 

5.2

%

 

 

3.5

%

 

 

5.0

%

 

 

1.9

%

Interest income, net

 

 

1.0

%

 

 

1.2

%

 

 

1.1

%

 

 

1.1

%

Other income (expense)

 

 

0.0

%

 

 

0.0

%

 

 

0.0

%

 

 

0.0

%

Income before income taxes

 

 

6.2

%

 

 

4.7

%

 

 

6.1

%

 

 

3.0

%

Provision for income taxes

 

 

 

 

 

(0.5

)%

 

 

(1.1

)%

 

 

(0.2

)%

Net income

 

 

6.2

%

 

 

4.2

%

 

 

5.0

%

 

 

2.8

%

 

Comparison of the Three Months Ended September 30, 2024 and 2023

Revenue

The increase in revenue was primarily driven by an increase in the number of transactions processed, which was driven by the implementation of new billers, the early launch of certain large enterprise billers and increased transactions from our existing billers.

Cost of Revenue, Gross Profit and Gross Margin

The increase in cost of revenue was driven by the increase in revenue and transactions processed, as it consists primarily of interchange fees and processor costs, as well as other direct costs associated with making our platform available to our billers.

Gross margin decreased due to changes in customer mix resulting primarily from the addition of large high volume enterprise billers with lower margins to our customer base.

Research and Development Expenses

The increase in research and development expenses was primarily due to increased amortization of capitalized internal-use software development costs and an increase in employee-related costs, including an increase in stock-based compensation expenses.

Sales and Marketing Expenses

The increase in sales and marketing expenses was primarily due to increased employee-related costs as a result of increased hiring, including higher stock-based compensation expenses, and reseller commissions including amortization of warrants.

General and Administrative Expenses

The marginal decrease in general and administrative expenses was primarily due to lower cost of insurance premiums of certain business policies and stock-based compensation expenses, which were offset by an increase in legal fees.

Interest Income, net

The increase in interest income, net was a result of higher cash balances held with banks for the three months ended September 30, 2024 compared to the same period in 2023.

Income Taxes

For the three months ended September 30, 2024, the Company’s effective tax rate was 0.03%, lower than the 11.41% in the same period of 2023. The primary driver for the lower rate in 2024 was the release of a valuation allowance on U.S. deferred tax assets, while the 2023 rate was influenced by a full valuation allowance. Additionally, in 2024, the Company

23


 

recognized discrete benefits related to stock-based compensation and finalized research and development credit claims, further lowering the effective tax rate.

Comparison of the Nine Months Ended September 30, 2024 and 2023

Revenue

The increase in revenue was primarily driven by an increase in the number of transactions processed, which was driven by the implementation of new billers and increased transactions from our existing billers. Revenue increase was also driven by pricing improvements.

Cost of Revenue, Gross Profit and Gross Margin

The increase in cost of revenue was driven by the increase in revenue and transactions processed, as it consists primarily of interchange fees and processor costs, as well as other direct costs associated with making our platform available to our billers.

Gross margin experienced a slight decrease, driven by changes in customer mix resulting primarily from the addition of large, high-volume enterprise billers with lower margins in our biller mix. This decline was partially offset by cost improvement initiatives and the realization of economies of scale.

Research and Development Expenses

The increase in research and development expenses was primarily due to increased amortization of capitalized internal-use software development costs and an increase in employee-related costs, including an increase in stock-based compensation.

Sales and Marketing Expenses

The increase in sales and marketing expenses was primarily due to increased employee-related costs as a result of increased hiring, including higher stock-based compensation expenses, and reseller commissions including amortization of warrants.

General and Administrative Expenses

The marginal increase in general and administrative expenses was primarily due to increases in professional fees, legal fees and lease expenses, which were offset by lower cost of insurance premiums of certain business policies.

Interest income, net

The increase in interest income, net was a result of higher cash balances held with banks for the nine months ended September 30, 2024 compared to the same period in 2023, together with increases in the Federal Reserve rates.

Income Taxes

The change in provision for income taxes as well as the increase in the Company's effective tax rate, which was 17.6% for the nine months ended September 30, 2024 as compared to 7.2% for the same period in the prior year, was primarily due to an increase in income before income taxes as well as the results of permanent differences for disallowed stock-based compensation pursuant to IRC Section 162(m) and state taxes, offset by the release of the valuation allowance. In 2023, it was primarily the result of near break-even pre-tax income from operations, state taxes, the impact of the full valuation allowance and other permanent adjustments in addition to a return to provision benefit recorded in connection with a change in estimate of costs required to be capitalized under IRC Section 174.

Liquidity and Capital Resources

Sources and Uses of Funds

As of September 30, 2024, we had $187.5 million of unrestricted cash and cash equivalents. We believe that existing unrestricted cash and cash equivalents will be sufficient to support our working capital and capital expenditure requirements for at least the next 12 months. Since inception, we have financed operations primarily through the sale of equity securities and revenue from payment transaction fees and subscriptions. Our principal uses of cash are funding operations and capital expenditures.

From time to time, we may explore additional financing sources and means to lower our cost of capital, which could include equity, equity-linked and debt financing. We cannot assure you that any additional financing will be available to us on acceptable terms, or at all. The inability to raise capital would adversely affect our ability to achieve our business objectives. If we raise additional funds by issuing equity or equity-linked securities, the ownership of our existing stockholders will be diluted. If we raise additional financing by the incurrence of indebtedness, we may be subject to increased fixed payment obligations and could be subject to additional restrictive covenants, such as limitations on our

24


 

ability to incur additional debt, and other operating restrictions that could adversely impact our ability to conduct our business or execute our growth strategy. Any future indebtedness we incur may result in terms that could be unfavorable to equity investors.

Historical Cash Flows

The following table summarizes our condensed consolidated cash flows.

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

 Net cash provided by (used in):

 

 

 

 

 

 

Operating activities

 

$

35,721

 

 

$

44,387

 

Investing activities

 

 

(27,617

)

 

 

(25,850

)

Financing activities

 

 

(389

)

 

 

(1,376

)

 Effects of foreign exchange on cash

 

 

(125

)

 

 

46

 

 Net increase in cash, cash equivalents and Restricted cash

 

$

7,590

 

 

$

17,207

 

Net Cash Provided by Operating Activities

Our primary source of operating cash is revenue from payment transaction fees. Our primary uses of operating cash are personnel-related costs, payments to third parties to fulfill our payment transactions and payments to sales and marketing partners. Net cash provided by operating activities for the nine months ended September 30, 2024 was $35.7 million. Net income was $31.0 million, adjusted for non-cash charges of $38.0 million consisting primarily of depreciation and amortization, stock-based compensation, amortization of contract assets and non-cash lease expense, which contributed positively to cash provided from operating activities. This was decreased by net cash outflows of $33.3 million for changes in our operating assets and liabilities.

Net cash provided by operating activities for the nine months ended September 30, 2023 was $44.4 million. Net income was $12.9 million, adjusted for non-cash charges of $32.9 million consisting primarily of depreciation and amortization, stock-based compensation, amortization of contract assets and non-cash lease expense, which contributed positively to cash provided from operating activities. This was decreased by net cash outflows of $1.4 million for changes in our operating assets and liabilities.

Net Cash Used in Investing Activities

Net cash used in investing activities for the nine months ended September 30, 2024 consisted of $27.2 million of capitalized software development costs and $0.4 million of purchases of property and equipment.

Net cash used in investing activities for the nine months ended September 30, 2023 consisted of $25.3 million of capitalized internal-use software development costs and $0.5 million of purchases of property and equipment.

Net Cash Used in Financing Activities

Net cash used in financing activities for the nine months ended September 30, 2024 consisted of $0.6 million of settlement of holdback liability relating to a prior acquisition, which was offset by $0.2 million of proceeds from exercise of stock-based awards by employees.

Net cash used in financing activities for the nine months ended September 30, 2023 consisted of $1.7 million of payments on other financing obligations, $0.1 million of payments on finance leases and $0.4 million of proceeds from exercise of stock-based awards by employees.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and disclosures of contingencies at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Our significant accounting policies are described in Note 2, “Basis of Presentation and Summary of Significant Accounting Policies” to our consolidated financial statements included in our 2023 Form 10-K. There have been no material changes in our critical accounting policies and estimates since December 31, 2023.

Recent Accounting Pronouncements

See Note 2 “Basis of Presentation and Summary of Significant Accounting Policies” in the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report for a full description of recent accounting

25


 

pronouncements, including the respective dates of adoption or expected adoption and effects on our condensed consolidated financial statements contained in Item 1 of this Quarterly Report.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

There have been no material changes in our exposures to market risk since December 31, 2023. For details on the Company’s interest rate, foreign currency exchange, and inflation risks, see Part I, Item 7A. “Quantitative and Qualitative Information About Market Risk” in our 2023 Form 10-K.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated, as of the end of the period covered by this Quarterly Report on Form 10-Q, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act). Based on that evaluation, and as a result of the material weaknesses in internal control over financial reporting described below, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2024, our disclosure controls and procedures were not effective at the reasonable assurance level. In light of this fact, our management has performed additional analyses, reconciliations, and other post-closing procedures and has concluded that, notwithstanding the material weaknesses in our internal control over financial reporting, the unaudited condensed consolidated financial statements for the periods covered by and included in this Quarterly Report on Form 10-Q fairly state, in all material respects, our financial position, results of operations and cash flows for the periods presented in conformity with GAAP.

Material Weaknesses in Internal Control over Financial Reporting

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our financial statements will not be prevented or detected on a timely basis. As of September 30, 2024, our material weaknesses were as follows:

We lacked a sufficient number of trained professionals with an appropriate level of accounting knowledge, training and experience to appropriately analyze, record and disclose accounting matters, including accounting for capitalized internal-use software development costs, identification of reporting units, translation of foreign currency in consolidation, accounting for deferred compensation, calculation of earnings per share and classification of accounts in the financial statements. Additionally, we did not design and maintain effective controls over verifying the appropriate review and approval of journal entries.
We did not design and maintain effective controls relevant to the preparation of our financial statements with respect to certain IT general controls for information systems. Specifically, we did not design and maintain (1) program change management controls to ensure that IT program and data changes affecting certain IT applications and underlying accounting records are identified, tested, authorized and implemented appropriately; and (2) user access controls to ensure appropriate segregation of duties and that adequately restrict user and privileged access to financial applications, programs and data to appropriate company personnel.

Status of Remediation Plan

We believe we have made significant progress towards remediation of the material weaknesses described above. As previously disclosed, we have completed the following remediation measures:

onboarded experienced finance and accounting professionals at various senior roles;
updated the design of our general ledger accounting system to allow for effective restricted access and segregation of duties to govern the preparation and review of journal entries;
implemented management review controls over journal entries and the identification and review of complex transactions;
secured the general ledger accounting system by implementing single sign-on (SSO); and
implemented additional change management and access controls for our relevant IT applications to further restrict privileged access and implemented controls to review activities, which may materially affect our financial statements, for those users who have privileged access.

In addition to the aforementioned actions that have been completed to date, during the third quarter, we continued to enhance the design and implementation of certain IT general controls for information systems. While we believe that these

26


 

actions will remediate the material weaknesses, the material weaknesses will not be considered remediated until the applicable controls have operated for a sufficient period of time, and management has concluded, through testing, that these controls are designed and operating effectively.

Changes in Internal Control over Financial Reporting

Other than continuing to make progress on the ongoing remediation efforts described above, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended September 30, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls

Management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the company have been detected. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

27


 

PART II—OTHER INFORMATION

From time to time, we may be involved in claims, regulatory examinations or investigations and legal proceedings arising in the ordinary course of our business. The outcome of any such claims or proceedings, regardless of the merits, and the Company’s ultimate liability, if any, is inherently uncertain. Furthermore, we may become subject to stockholder inspection demands under Delaware law and derivative or other similar litigation. We are not currently party to any material legal proceedings, and we are not aware of any pending or threatened legal proceeding against us that we believe could have a material adverse effect on our business, operating results, cash flows or financial condition.

Item 1A. Risk Factors.

There have been no material changes in the risk factors previously disclosed in Item 1A. of our 2023 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not Applicable.

Item 5. Other Information.

Except as set forth below, during the quarter ended September 30, 2024, none of the Company’s directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as such terms are defined in Item 408(a) of Regulation S‑K.

On September 4, 2024, Andrew Gerber, the Company’s General Counsel, adopted a trading arrangement for the sale of the Company’s Class A common stock (a “Rule 10b5-1 Trading Plan”) that is intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c). Mr. Gerber’s Rule 10b5-1 Trading Plan, which expires February 27, 2026, provides for the sale of up to 56,765 shares of common stock pursuant to the terms of the plan.

28


 

 

Item 6. Exhibits.

(a) Exhibits

Incorporated by Reference

 

 

Exhibit

Number

Description

Form

File No.

Exhibit

Filing Date

 

Filed/

Furnished Herewith

3.1.1

 

Amended and Restated Certificate of Incorporation of Paymentus Holdings, Inc.

 

8-K

 

001-40429

 

3.1

 

May 28, 2021

 

 

3.1.2

 

Amendment to Amended and Restated Certificate of Incorporation of Paymentus Holdings, Inc.

 

10-Q

 

001-40429

 

3.1

 

August 7, 2023

 

 

3.2

 

Amended and Restated Bylaws of Paymentus Holdings, Inc.

 

8-K

 

001-40429

 

3.2

 

November 14, 2022

 

 

31.1

Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

X

31.2

Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

X

32.1*

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

X

32.2*

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

X

101.INS

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.

 

 

101.SCH

Inline XBRL Taxonomy Extension Schema Document

 

 

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

 

 

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

 

 

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

 

 

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

 

 

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

 

 

* The certifications attached as Exhibit 32.1 and 32.2 that accompany this report are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Paymentus Holdings, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this report, irrespective of any general incorporation language contained in such filing.

29


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

PAYMENTUS HOLDINGS, INC.

Date: November 12, 2024

By:

/s/ Dushyant Sharma

Dushyant Sharma

Chairman, President and Chief Executive Officer

 

 

 

(Principal Executive Officer)

 

Date: November 12, 2024

By:

/s/ Sanjay Kalra

 

 

 

Sanjay Kalra

 

 

 

Senior Vice President and Chief Financial Officer

 

 

 

(Principal Financial and Accounting Officer)

30


 

Exhibit 31.1

CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Dushyant Sharma, certify that:

1.
I have reviewed this Quarterly Report on Form 10-Q of Paymentus Holdings, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 12, 2024

By:

/s/ Dushyant Sharma

Dushyant Sharma

Chairman, President and Chief Executive Officer

 

 

 

(Principal Executive Officer)

 

 

 

 

 

 


 

Exhibit 31.2

 

CERTIFICATION PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Sanjay Kalra, certify that:

1.
I have reviewed this Quarterly Report on Form 10-Q of Paymentus Holdings, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 12, 2024

By:

/s/ Sanjay Kalra

Sanjay Kalra

 

 

 

Senior Vice President and Chief Financial Officer

 

 

 

(Principal Financial Officer)

 

 


 

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Paymentus Holdings, Inc. (the “Company”) for the three and nine months period ended September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

(1)

The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

 

(2)

 

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the periods presented in the Report.

Date: November 12, 2024

By:

/s/ Dushyant Sharma

Dushyant Sharma

Chairman, President and,

 

 

 

Chief Executive Officer

 

 

 

(Principal Executive Officer)

 

 


 

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Paymentus Holdings, Inc. (the “Company”) for the three and nine months period ended September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

(1)

The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

 

(2)

 

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of and for the periods presented in the Report.

Date: November 12, 2024

By:

/s/ Sanjay Kalra

Sanjay Kalra

 

 

 

Senior Vice President and Chief Financial Officer

 

 

 

(Principal Financial Officer)

 

 


v3.24.3
Document and Entity Information - shares
9 Months Ended
Sep. 30, 2024
Nov. 08, 2024
Document Information [Line Items]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Sep. 30, 2024  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Current Fiscal Year End Date --12-31  
Document Quarterly Report true  
Document Transition Report false  
Entity Registrant Name Paymentus Holdings, Inc.  
Entity Central Index Key 0001841156  
Entity File Number 001-40429  
Entity Tax Identification Number 45-3188251  
Entity Incorporation, State or Country Code DE  
Entity Address, Address Line One 11605 North Community House Road  
Entity Address Address Line2 Suite 300  
Entity Address, City or Town Charlotte  
Entity Address, State or Province NC  
Entity Address, Postal Zip Code 28277  
City Area Code 888  
Local Phone Number 440-4826  
Title of 12(b) Security Class A Common Stock, par value $0.0001 per share  
Trading Symbol PAY  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company true  
Entity Ex Transition Period false  
Entity Shell Company false  
Common Class A [Member]    
Document Information [Line Items]    
Entity Common Stock Shares Outstanding   24,522,383
Common Class B [Member]    
Document Information [Line Items]    
Entity Common Stock Shares Outstanding   100,111,193
v3.24.3
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Current assets    
Cash and cash equivalents $ 187,542 $ 179,361
Restricted cash and cash equivalents 3,243 3,834
Accounts and other receivables, net of allowance for expected credit losses of $354 and $435, respectively 111,174 76,389
Income tax receivable 4,334 259
Prepaid expenses and other current assets 13,804 10,505
Total current assets 320,097 270,348
Property and equipment, net 1,323 1,558
Capitalized internal-use software development costs, net 65,993 58,787
Intangible assets, net 21,096 27,158
Goodwill 131,849 131,860
Operating lease right-of-use assets 8,610 10,027
Deferred tax asset 358 94
Other long-term assets 3,606 5,031
Total assets 552,932 504,863
Current liabilities    
Accounts payable 49,659 35,182
Accrued liabilities 20,299 21,301
Current portion of operating lease liabilities 2,098 1,853
Contract liabilities 2,192 4,089
Income tax payable 0 363
Total current liabilities 74,248 62,788
Deferred tax liability 1 1,067
Operating lease liabilities, less current portion 7,146 8,661
Contract liabilities, less current portion 2,744 2,731
Total liabilities 84,139 75,247
Stockholders’ equity    
Preferred stock, $0.0001 par value per share, 5,000,000 shares authorized as of September 30, 2024 and December 31, 2023; none issued and outstanding as of September 30, 2024 and December 31, 2023 0 0
Additional paid-in capital 386,020 377,773
Accumulated other comprehensive income (3) 87
Retained earnings 82,764 51,744
Total stockholders’ equity 468,793 429,616
Total liabilities and stockholders' equity 552,932 504,863
Class A Common Stock [Member]    
Stockholders’ equity    
Common Stock, Value, Issued 2 2
Class B Common Stock [Member]    
Stockholders’ equity    
Common Stock, Value, Issued $ 10 $ 10
v3.24.3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Allowance for accounts and other receivables $ 354 $ 435
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized 5,000,000 5,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Class A Common Stock [Member]    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 883,950,000 883,950,000
Common stock, shares issued 24,478,802 20,758,603
Common stock, shares outstanding 24,478,802 20,758,603
Class B Common Stock [Member]    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 111,050,000 111,050,000
Common stock, shares issued 100,126,384 103,062,508
Common stock, shares outstanding 100,126,384 103,062,508
v3.24.3
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Income Statement [Abstract]        
Revenue $ 231,571 $ 152,423 $ 613,868 $ 449,690
Cost of revenue 170,906 105,513 441,727 316,840
Gross profit 60,665 46,910 172,141 132,850
Operating expenses        
Research and development 13,187 11,035 37,773 33,595
Sales and marketing 26,451 21,481 76,456 63,344
General and administrative 8,939 9,083 27,245 26,958
Total operating expenses 48,577 41,599 141,474 123,897
Income from operations 12,088 5,311 30,667 8,953
Interest income, net 2,342 1,905 6,722 5,003
Other income (expense) 5 (17) 275 (32)
Income before income taxes 14,435 7,199 37,664 13,924
Provision for income taxes (5) (822) (6,644) (1,004)
Net income $ 14,430 $ 6,377 $ 31,020 $ 12,920
Net income per share        
Basic $ 0.12 $ 0.05 $ 0.25 $ 0.1
Diluted $ 0.11 $ 0.05 $ 0.24 $ 0.1
Weighted-average number of shares used to compute net income per share        
Basic 124,538,195 123,620,260 124,251,147 123,430,652
Diluted 127,614,115 125,639,879 127,254,611 124,457,360
Net Income (Loss) $ 14,430 $ 6,377 $ 31,020 $ 12,920
Foreign currency translation adjustments, net of tax (8) (64) (90) 22
Comprehensive income $ 14,422 $ 6,313 $ 30,930 $ 12,942
v3.24.3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)
$ in Thousands
Total
Common Shares [Member]
Additional Paid-In-Capital
Retained Earnings
Other Comprehensive Income (Loss)
Beginning balance at Dec. 31, 2022 $ 397,179 $ 12 $ 367,767 $ 29,422 $ (22)
Beginning balance (in shares) at Dec. 31, 2022   123,241,173      
Stock-based compensation 2,159   2,159    
Issuance of Class A common stock for stock-based awards( value) 5   5    
Issuance of Class A common stock for stock-based awards ( shares)   104,991      
Other comprehensive income (loss) (7)       (7)
Net Income (Loss) 704     704  
Ending balance at Mar. 31, 2023 400,040 $ 12 369,931 30,126 (29)
Ending balance (in shares) at Mar. 31, 2023   123,346,164      
Beginning balance at Dec. 31, 2022 397,179 $ 12 367,767 29,422 (22)
Beginning balance (in shares) at Dec. 31, 2022   123,241,173      
Net Income (Loss) 12,920        
Ending balance at Sep. 30, 2023 417,448 $ 12 375,094 42,342 0
Ending balance (in shares) at Sep. 30, 2023   123,691,948      
Beginning balance at Mar. 31, 2023 400,040 $ 12 369,931 30,126 (29)
Beginning balance (in shares) at Mar. 31, 2023   123,346,164      
Stock-based compensation 2,276   2,276    
Issuance of Class A common stock for stock-based awards( value) 196   196    
Issuance of Class A common stock for stock-based awards ( shares)   160,625      
Other comprehensive income (loss) 93       93
Net Income (Loss) 5,839     5,839  
Ending balance at Jun. 30, 2023 408,444 $ 12 372,403 35,965 64
Ending balance (in shares) at Jun. 30, 2023   123,506,789      
Stock-based compensation 2,456   2,456    
Issuance of Class A common stock for stock-based awards( value) 235   235    
Issuance of Class A common stock for stock-based awards ( shares)   185,159      
Other comprehensive income (loss) (64)       (64)
Net Income (Loss) 6,377     6,377  
Ending balance at Sep. 30, 2023 417,448 $ 12 375,094 42,342 0
Ending balance (in shares) at Sep. 30, 2023   123,691,948      
Beginning balance at Dec. 31, 2023 429,616 $ 12 377,773 51,744 87
Beginning balance (in shares) at Dec. 31, 2023   123,821,111      
Stock-based compensation 2,484   2,484    
Issuance of Class A common stock for stock-based awards( value) 100   100    
Issuance of Class A common stock for stock-based awards ( shares)   304,865      
Other comprehensive income (loss) (42)       (42)
Net Income (Loss) 7,226     7,226  
Ending balance at Mar. 31, 2024 439,384 $ 12 380,357 58,970 45
Ending balance (in shares) at Mar. 31, 2024   124,125,976      
Beginning balance at Dec. 31, 2023 429,616 $ 12 377,773 51,744 87
Beginning balance (in shares) at Dec. 31, 2023   123,821,111      
Net Income (Loss) 31,020        
Ending balance at Sep. 30, 2024 468,793 $ 12 386,020 82,764 (3)
Ending balance (in shares) at Sep. 30, 2024   124,605,186      
Beginning balance at Mar. 31, 2024 439,384 $ 12 380,357 58,970 45
Beginning balance (in shares) at Mar. 31, 2024   124,125,976      
Stock-based compensation 2,882   2,882    
Issuance of Class A common stock for stock-based awards( value) 37   37    
Issuance of Class A common stock for stock-based awards ( shares)   348,503      
Other comprehensive income (loss) (40)       (40)
Net Income (Loss) 9,364     9,364  
Ending balance at Jun. 30, 2024 451,627 $ 12 383,276 68,334 5
Ending balance (in shares) at Jun. 30, 2024   124,474,479      
Stock-based compensation 2,725   2,725    
Issuance of Class A common stock for stock-based awards( value) 19   19    
Issuance of Class A common stock for stock-based awards ( shares)   130,707      
Other comprehensive income (loss) (8)       (8)
Net Income (Loss) 14,430     14,430  
Ending balance at Sep. 30, 2024 $ 468,793 $ 12 $ 386,020 $ 82,764 $ (3)
Ending balance (in shares) at Sep. 30, 2024   124,605,186      
v3.24.3
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Cash flows from operating activities    
Net income $ 31,020 $ 12,920
Adjustments to reconcile net income to net cash provided by operating activities    
Depreciation and amortization 26,827 22,314
Deferred income taxes (1,333) 278
Stock-based compensation 9,424 6,891
Non-cash lease expense 1,806 1,346
Amortization of contract asset 1,395 2,197
Provision for (benefit from) expected credit losses 114 (122)
Other non-cash adjustments (213) 0
Change in operating assets and liabilities    
Accounts and other receivables (34,917) (6,941)
Prepaid expenses and other current and long-term assets (4,579) (1,797)
Accounts payable 14,349 4,279
Accrued liabilities (197) 4,188
Operating lease liabilities (1,656) (1,364)
Contract liabilities (1,883) 1,232
Income taxes receivable, net of payable (4,436) (1,034)
Net cash provided by operating activities 35,721 44,387
Cash flows from investing activities    
Purchases of property and equipment (376) (511)
Purchase of interest-bearing deposits (2,569) 0
Proceeds from matured interest-bearing deposits 2,566 0
Capitalized internal-use software development costs (27,238) (25,339)
Net cash used in investing activities (27,617) (25,850)
Cash flows from financing activities    
Proceeds from exercise of stock-based awards 156 435
Settlement of holdback liability related to prior acquisitions (545) 0
Payments on other financing obligations 0 (1,709)
Payments on finance leases 0 (102)
Net cash used in financing activities (389) (1,376)
Effect of exchange rate changes on Cash and cash equivalents and Restricted cash (125) 46
Net increase in cash, cash equivalents and Restricted cash 7,590 17,207
Cash, cash equivalents and restricted cash    
Cash and cash equivalents and Restricted cash at the beginning of period 183,195 149,685
Cash and cash equivalents and Restricted cash at the end of period 190,785 166,892
Supplemental disclosure of cash flow information:    
Cash paid for income taxes, net of refunds 12,419 1,718
Right-of-use assets obtained in exchange of operating lease obligations 466 1,356
Cash and Cash Equivalents [Member]    
Cash, cash equivalents and restricted cash    
Cash and cash equivalents and Restricted cash at the beginning of period 179,361 147,334
Cash and cash equivalents and Restricted cash at the end of period 187,542 162,062
Restricted Cash [Member]    
Cash, cash equivalents and restricted cash    
Cash and cash equivalents and Restricted cash at the beginning of period 3,834 2,351
Cash and cash equivalents and Restricted cash at the end of period $ 3,243 $ 4,830
v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2024
Sep. 30, 2023
Pay vs Performance Disclosure                
Net Income (Loss) $ 14,430 $ 9,364 $ 7,226 $ 6,377 $ 5,839 $ 704 $ 31,020 $ 12,920
v3.24.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2024
shares
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

Item 5. Other Information.

Except as set forth below, during the quarter ended September 30, 2024, none of the Company’s directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as such terms are defined in Item 408(a) of Regulation S‑K.

On September 4, 2024, Andrew Gerber, the Company’s General Counsel, adopted a trading arrangement for the sale of the Company’s Class A common stock (a “Rule 10b5-1 Trading Plan”) that is intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c). Mr. Gerber’s Rule 10b5-1 Trading Plan, which expires February 27, 2026, provides for the sale of up to 56,765 shares of common stock pursuant to the terms of the plan.

Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Andrew Gerber [Member]  
Trading Arrangements, by Individual  
Name Andrew Gerber
Title General Counsel
Rule 10b5-1 Arrangement Adopted true
Non-Rule 10b5-1 Arrangement Adopted false
Adoption Date September 4, 2024
Expiration Date February 27, 2026
Arrangement Duration 541 days
Aggregate Available 56,765
v3.24.3
Organization and Description of Business
9 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Description of Business

1. Organization and Description of Business

Description of Business

Paymentus Holdings, Inc. and its wholly owned subsidiaries (“Paymentus” or the “Company”) provides electronic bill presentment and payment services, enterprise customer communication and self-service revenue management to billers through a Software-as-a-Service (“SaaS”), secure, omni-channel technology platform. The platform seamlessly integrates into a biller’s core financial and operating systems to provide flexible and secure access to payment processing of credit cards, debit cards, eChecks and digital wallets across a significant number of channels including online, mobile, IVR, call center, chatbot and voice-based assistants. Paymentus was incorporated in the state of Delaware on September 2, 2011 with office locations in Charlotte, North Carolina, Dallas, Texas, Santa Clara, California, Richmond Hill, Ontario (Canada), and Gurugram, Mohali and Bangalore (India). The Company is headquartered in Charlotte, North Carolina.

v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Basis of Presentation and Summary of Significant Accounting Policies

2. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the United States Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Accordingly, they do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. Therefore, these unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements and the related notes included in the Company's Form 10-K for the year ended December 31, 2023 filed with the SEC on March 5, 2024 (the “2023 Form 10-K”).

These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position, results of operations and comprehensive income, changes in stockholders' equity and cash flows for the periods presented. The results of operations for the three and nine months ended September 30, 2024 and 2023 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period.

Principles of Consolidation

The unaudited interim condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and balances have been eliminated upon consolidation.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, cost of revenue recognition, the allowance for credit losses, the lives of tangible and intangible assets, the valuation of acquired intangible assets and the recoverability or impairment of intangible assets, including goodwill, internal-use software development costs, valuation of stock warrants issued, stock-based compensation, and accounting for income taxes. The Company bases its estimates on historical experience and also on assumptions that management considers reasonable. The Company assesses these estimates on a regular basis; however, actual results could differ from these estimates.

Custodial Accounts

The Company has established a relationship with its merchant processors to act as collection and paying agents, whereby a merchant processor receives funds from customers and forwards such funds to the respective Paymentus client, based on the instructions received from the Company. These merchant processors act as custodians of the cash received, and the Company has no legal ownership rights to the funds held in such custodial accounts and does not control the use of these funds. As the Company does not take ownership of the funds, these custodial accounts are not included in the Company’s consolidated balance sheets. The balance of cash in the custodial accounts held by these merchant processors was $123.3 million and $510.8 million as of September 30, 2024 and December 31, 2023, respectively.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to credit risk primarily consist of cash, cash equivalents and accounts receivable. The Company maintains its cash and cash equivalents with high-quality financial institutions with investment-grade ratings. For accounts receivable, the Company is exposed to credit risk in the event of nonpayment by customers and resellers to the extent of the amounts recorded in the consolidated balance sheets. No customer accounted for more than 10% of revenue for either of the three or nine months ended September 30, 2024 and 2023. As of December 31, 2023 and September 30, 2024 one reseller accounted for more than 10% of accounts receivable.

Segment Information

Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to make operating decisions, allocate resources and assess performance. The Company has three operating segments based on geography. The United States segment represents the vast majority of the Company’s consolidated net sales and gross profit. The additional two operating segments, Canada and India, do not meet the quantitative thresholds for separate reporting, either individually or in the aggregate. None of the operating segments qualified for aggregation. The Company’s CODM is its chief executive officer. The CODM evaluates the performance of the Company’s operating segments based on revenue and gross profit. The Company does not analyze discrete segment balance sheet information related to long-term assets. All other financial information is presented on a consolidated basis. For information regarding the Company’s long-lived assets and revenue by geographic area, see Note 4 and Note 3, respectively.

Summary of Significant Accounting Policies

The Company’s significant accounting policies are discussed in Note 2, “Basis of Presentation and Summary of Significant Accounting Policies,” in the Notes to Consolidated Financial Statements as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022 and 2021 included in the 2023 Form 10-K. There have been no significant changes to these policies during the three and nine months ended September 30, 2024.

Recently Adopted Accounting Standards

The Company is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 either (1) within the same periods as those otherwise applicable to public business entities, or (2) within the same time periods as non-public business entities, including early adoption when permissible. With the exception of standards the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below.

Accounting Standards Updates ("ASU") not listed below were assessed and determined to be either not applicable or are not expected to have a material impact on the consolidated financial statements.

Accounting Pronouncements Not Yet Adopted

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the CODM and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. The amendments in ASU 2023-07 are effective for public companies for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the potential impact of adopting this new guidance on our condensed consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09 "Income Tax Disclosures", which makes changes to annual disclosures of income taxes paid for all entities and requires entities to disclose the amount of income taxes paid, net of refunds received, disaggregated by federal, state and foreign jurisdiction. Additionally, entities are required to disclose income taxes paid, net of refunds received, for individual jurisdictions that comprise 5% or more of total income taxes paid. The 5% threshold is evaluated using the absolute value of the net refund or net payment in each jurisdiction compared to the absolute value of the total income taxes paid (net of refunds received). ASU 2023-09 requires all entities to disclose disaggregated domestic and foreign pre-tax income (or loss) from continuing operations along with disaggregated income tax expense (or benefit) by federal, state and foreign components. Such disaggregation by jurisdiction should classify taxes by jurisdiction based on the jurisdiction imposing the taxes. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024 for public companies. Early adoption is permitted. We are currently evaluating the potential impact of adopting this new guidance on our condensed consolidated financial statements and related disclosures.

v3.24.3
Revenue, Performance Obligations and Contract Balances
9 Months Ended
Sep. 30, 2024
Revenue from Contract with Customer [Abstract]  
Revenue, Performance Obligations and Contract Balances

3. Revenue, Performance Obligations and Contract Balances

Disaggregation of Revenue

The following table presents a disaggregation of revenue from contracts with customers:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Payment transaction processing revenue

 

$

228,826

 

 

$

150,500

 

 

$

605,142

 

 

$

443,565

 

Other

 

 

2,745

 

 

 

1,923

 

 

 

8,726

 

 

 

6,125

 

Total revenue

 

$

231,571

 

 

$

152,423

 

 

$

613,868

 

 

$

449,690

 

Revenue by geographic area, based on the location of the Company’s users, was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

United States

 

$

227,788

 

 

$

149,526

 

 

$

602,572

 

 

$

441,029

 

Other

 

 

3,783

 

 

 

2,897

 

 

 

11,296

 

 

 

8,661

 

Total

 

$

231,571

 

 

$

152,423

 

 

$

613,868

 

 

$

449,690

 

Remaining Performance Obligations

As of September 30, 2024, the aggregate amount of transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied was $4.9 million, of which the Company expects to recognize over 68% within the next two years, 24% between two to four years and the remainder thereafter. The timing of revenue recognition within the next four years is largely dependent upon the go-live dates of the Company's customers under the Company’s contracts.

As of September 30, 2024, the Company has contractual rights under its commercial agreements with customers and resellers to receive $79.5 million of fixed consideration related to the future minimum guarantees through 2029. As permitted, the Company has elected to exclude from this disclosure any variable consideration that meets specified criteria. Accordingly, the total unsatisfied or partially unsatisfied performance obligations related to processing services is significantly higher than the amount disclosed.

Contract Balances

Contract balances consist of the following:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Contract Assets included under:

 

 

 

 

 

 

Prepaid expenses and other current assets

 

$

2,893

 

 

$

2,893

 

Other long-term assets

 

 

3,397

 

 

 

4,783

 

Total contract assets

 

$

6,290

 

 

$

7,676

 

Contract Liabilities:

 

 

 

 

 

 

Current

 

$

2,192

 

 

$

4,089

 

Non-current

 

 

2,744

 

 

 

2,731

 

Total contract liabilities

 

$

4,936

 

 

$

6,820

 

 

The amortization of related contract assets included in the condensed consolidated statements of operations and comprehensive income was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Revenue

 

$

153

 

 

$

635

 

 

$

459

 

 

$

1,888

 

Sales and marketing

 

 

740

 

 

 

121

 

 

 

2,268

 

 

 

308

 

Total amortization of contact assets

 

$

893

 

 

$

756

 

 

$

2,727

 

 

$

2,196

 

Revenue recognized during the three months ended September 30, 2024 and 2023 that was included in the contract liabilities balance at the beginning of each of the periods was $1.1 million and $0.5 million, respectively. Revenue recognized during the nine months ended September 30, 2024 and 2023 that was included in the contract liabilities balance at the beginning of each of the periods was $3.6 million and $1.4 million, respectively.

v3.24.3
Property and Equipment, Net
9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Property and Equipment, Net

4. Property and Equipment, net

Property and equipment, net consisted of the following:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Computer equipment

 

$

6,293

 

 

$

6,059

 

Furniture and fixtures

 

 

1,796

 

 

 

1,715

 

Leasehold improvements

 

 

391

 

 

 

396

 

Total property and equipment

 

 

8,480

 

 

 

8,170

 

Less: Accumulated depreciation

 

 

(7,157

)

 

 

(6,612

)

Property and equipment, net

 

$

1,323

 

 

$

1,558

 

Depreciation expense recorded for property and equipment was $0.2 million and $0.2 million for the three months ended September 30, 2024 and 2023, respectively, and $0.6 million and $0.7 million for nine months ended September 30, 2024 and 2023, respectively.

The geographic locations of the Company’s long-lived assets, comprising property and equipment, based on physical location of the assets were as follows:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

United States

 

$

516

 

 

$

558

 

Other

 

 

807

 

 

 

1,000

 

Total

 

$

1,323

 

 

$

1,558

 

v3.24.3
Goodwill, Internal-use Software Development Costs and Intangible Assets
9 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill, Internal-use Software Development Costs and Intangible Assets

5. Goodwill, Internal-use Software Development Costs and Intangible Assets

Goodwill

The changes in the carrying amount of goodwill by reporting unit were as follows (in thousands):

 

 

United
States

 

 

Other

 

 

Total

 

Balance as of December 31, 2023

 

$

131,028

 

 

$

832

 

 

$

131,860

 

Foreign currency translation adjustments

 

 

 

 

 

(11

)

 

 

(11

)

Balance as of September 30, 2024

 

$

131,028

 

 

$

821

 

 

$

131,849

 

Internal-use Software Development Costs

During the three months ended September 30, 2024 and 2023, the Company capitalized $9.0 million and $8.7 million in software development and implementation costs, respectively, and during the nine months ended September 30, 2024 and 2023, the Company capitalized $27.4 million and $25.3 million in software development and implementation costs, respectively.

During the three months ended September 30, 2024 and 2023, the Company recorded $4.6 million and $3.5 million of amortization expense in cost of revenue, respectively, and $2.5 million and $2.0 million of amortization expense in operating expenses, respectively. During the nine months ended September 30, 2024 and 2023, the Company recorded $13.0 million and $9.5 million of amortization expense in cost of revenue, respectively, and $7.1 million and $5.8 million of amortization expense in operating expenses, respectively.

Intangible Assets

Intangible assets, net consisted of the following (in thousands):

 

 

September 30, 2024

 

 

 

Gross
Carrying
Amount

 

 

Accumulated
Amortization

 

 

Net
Carrying
Amount

 

Technology

 

$

21,833

 

 

$

(17,767

)

 

$

4,066

 

Customer relationship

 

 

31,991

 

 

 

(15,917

)

 

 

16,074

 

Software and license

 

 

2,962

 

 

 

(2,946

)

 

 

16

 

Trademark

 

 

4,038

 

 

 

(3,098

)

 

 

940

 

Total

 

$

60,824

 

 

$

(39,728

)

 

$

21,096

 

 

 

 

December 31, 2023

 

 

 

Gross
Carrying
Amount

 

 

Accumulated
Amortization

 

 

Net
Carrying
Amount

 

Technology

 

$

21,845

 

 

$

(14,951

)

 

$

6,894

 

Customer relationship

 

 

32,006

 

 

 

(13,480

)

 

 

18,526

 

Software and license

 

 

3,019

 

 

 

(2,979

)

 

 

40

 

Trademark

 

 

4,038

 

 

 

(2,340

)

 

 

1,698

 

Total

 

$

60,908

 

 

$

(33,750

)

 

$

27,158

 

Amortization expense of intangible assets was $2.0 million and $2.1 million for the three months ended September 30, 2024 and 2023, respectively, and $6.1 million and $6.4 million for the nine months ended September 30, 2024 and 2023, respectively.

As of September 30, 2024, future expected amortization expense is as follows (in thousands):

Years Ending December 31,

 

 

 

2024 (remaining 3 months)

 

$

2,036

 

2025

 

 

6,604

 

2026

 

 

3,738

 

2027

 

 

3,269

 

2028

 

 

3,269

 

Thereafter

 

 

2,180

 

Total future amortization expense

 

$

21,096

 

There were no impairments of goodwill, internal-use software development costs or intangible assets in the three or nine months ended September 30, 2024 and 2023.

v3.24.3
Accrued Liabilities
9 Months Ended
Sep. 30, 2024
Accrued Liabilities, Current [Abstract]  
Accrued Liabilities

6. Accrued Liabilities

The composition of accrued liabilities is as follows:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Payroll and employee-related expenses

 

$

14,129

 

 

$

15,455

 

Other accrued liabilities

 

 

6,170

 

 

 

5,846

 

Total

 

$

20,299

 

 

$

21,301

 

v3.24.3
Commitments and Contingencies
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

7. Commitments and Contingencies

Other Commitments

The Company has entered into certain non-cancellable agreements for software and marketing services that specify all significant terms, including fixed or minimum services to be used, pricing provisions and the approximate timing of the transaction. Obligations under contracts that are cancellable or with remaining terms of 12 months or less are not included. There have been no material changes to the Company's contractual obligations or commitments outside of the ordinary course of business as compared to those described in the 2023 Form 10-K.

Legal Matters

The Company is involved from time to time in various claims and legal proceedings arising in the ordinary course of business. From time to time as appropriate, the Company accrues liabilities related to legal claims in its financial statements. While it is not feasible to predict or determine the ultimate outcome of these matters, the Company believes that, as of September 30, 2024, no current claims and legal proceedings will have a material adverse effect on its financial position, results of operations, or cash flows.

Indemnification

The Company enters into indemnification provisions under agreements with other parties in the ordinary course of business, including business partners, investors, contractors, customers, and the Company’s officers, directors, and certain employees. The Company has agreed to indemnify and defend the indemnified party claims and related losses suffered or incurred by the indemnified party from actual or threatened third-party claims due to the Company’s activities or non-compliance with obligations or representations made by the Company. The Company seeks to limit, or cap, its indemnification exposure in its commercial and other contracts. It is not possible to determine the maximum potential loss under these indemnification provisions due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision.

v3.24.3
Equity
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Equity

8. Equity

Warrant

On May 13, 2021, the Company entered into a warrant agreement with JPMC Strategic Investments I Corporation (“JPMC”), an affiliate of J.P. Morgan Securities LLC, an underwriter in our 2021 initial public offering ("IPO"), pursuant to which the Company agreed to issue a warrant to JPMC for up to 509,370 shares of Class A common stock upon completion of the IPO at an exercise price of $18.38 per share (the “May 2021 warrant agreement”). Upon completion of the IPO, 382,027 of the warrant shares vested and were exercisable. The vesting of the remaining 127,343 shares of Class A common stock underlying the warrant will be subject to the achievement of certain commercial milestones through December 31, 2025 pursuant to a related commercial agreement with JPMorgan Chase Bank, National Association (“JPM Chase”), an affiliate of JPMC. As discussed below, this commercial agreement was amended in August 2022, and the achievement of certain commercial milestones was extended through December 31, 2026 and minimum revenue commitments were set for each of the calendar years through 2026. As of September 30, 2024, 448,880 warrant shares were vested and exercisable under the May 2021 warrant agreement.

On August 29, 2022, the Company entered into a second warrant agreement with JPMC, in connection with an amendment to the Company's existing commercial agreement with JPM Chase discussed above, pursuant to which the Company issued a warrant to JPMC for up to 684,510 shares of Class A common stock at an exercise price of $10.10 per share (the “August 2022 warrant agreement”). Upon signing the August 2022 warrant agreement, 171,128 of the warrant shares vested and were exercisable. The vesting of the remaining 513,382 shares of Class A common stock underlying the warrant will be subject to the achievement of certain commercial milestones through December 31, 2026 pursuant to the commercial agreement, as amended. As of September 30, 2024 there were no additional warrant shares vested under the August 2022 warrant agreement.

As of September 30, 2024, an aggregate of 620,008 warrants had vested and were exercisable under the outstanding warrant agreements.

The Company accounts for the consideration payable in the form of warrants to its vendor as share based compensation expense. The warrant fair value was determined using the Black-Scholes pricing model in accordance with ASC 718, Compensation-Stock Compensation.

v3.24.3
Stock-Based Compensation
9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation

9. Stock-Based Compensation

In May 2021, the Company’s board of directors (the "Board") adopted, and its stockholders approved, the 2021 Equity Incentive Plan (the “2021 Plan”), which became effective in connection with the IPO. The 2021 Plan provides for the grant

of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code ("IRC"), to the Company’s employees and any of its parent or subsidiary corporations’ employees, and for the grant of non-statutory stock options, restricted stock, restricted stock units, stock appreciation rights, and performance awards to the Company’s employees, directors and consultants and any of its parent or subsidiary corporations’ employees and consultants. A total of approximately 10.5 million shares of the Companys Class A common stock have been reserved for issuance under the 2021 Plan in addition to (i) an annual increase of 4% of the outstanding shares of the Company's common stock, with Class A and Class B common stock taken together, on the first day of each fiscal year, subject to the Compensation Committee of the Board exercising discretion to increase or decrease such amount (the “Evergreen Addition”), and (ii) upon the expiration, forfeiture, cancellation, or reacquisition of any shares of Class B common stock underlying outstanding stock awards granted under the 2012 Equity Incentive Plan, an equal number of shares of Class A common stock, such number of shares not to exceed 7.6 million shares. On January 1, 2024, pursuant to the Evergreen Addition, approximately 5 million shares of Class A common stock were added to the 2021 Plan issuance reserve. At September 30, 2024, there were approximately 21.8 million remaining shares available for the Company to grant under the 2021 Plan.

Stock Options

A summary of the Company’s option activity during the nine months ended September 30, 2024 was as follows (in thousands, except for share and per share amount):

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

Weighted-

 

 

Average

 

 

 

 

 

 

 

 

Average

 

 

Remaining

 

 

Aggregate

 

 

Options

 

 

Exercise Price

 

 

Contractual

 

 

Intrinsic

 

 

Outstanding

 

 

per Share

 

 

Life (years)

 

 

Value

 

Outstanding at December 31, 2023

 

3,849,350

 

 

$

7.87

 

 

 

5.06

 

 

$

38,505

 

Options exercised

 

(209,459

)

 

 

0.74

 

 

 

 

 

 

 

Options forfeited

 

(2,333

)

 

 

8.66

 

 

 

 

 

 

 

Outstanding at September 30, 2024

 

3,637,558

 

 

$

8.28

 

 

 

4.46

 

 

$

42,705

 

Exercisable at September 30, 2024

 

3,610,609

 

 

$

8.27

 

 

 

4.45

 

 

$

42,407

 

No options were granted or expired during the nine months ended September 30, 2024. Aggregate intrinsic value represents the difference between the exercise price of the options and the fair value of the Company’s common stock.

Restricted Stock Units (“RSUs”)

A summary of the Company’s RSU activity during the nine months ended September 30, 2024 was as follows:

 

 

 

 

Weighted-

 

 

Number of

 

 

Average

 

 

RSUs

 

 

Grant Date

 

 

Outstanding

 

 

Fair Value

 

Awarded and unvested at December 31, 2023

 

1,946,006

 

 

$

12.74

 

Awards granted

 

1,045,344

 

 

 

19.23

 

Awards vested

 

(573,116

)

 

 

12.62

 

Awards forfeited

 

(188,826

)

 

 

11.66

 

Awarded and unvested at September 30, 2024

 

2,229,408

 

 

$

15.90

 

 

The fair value of RSU grants is determined based upon the market closing price of the Company’s Class A common stock on the date of grant. RSUs vest over the requisite service period, which generally ranges between four years and five years from the date of grant for employees and one to three years for directors, subject to continued employment for employees and provision of services for non-employees.

Stock-based compensation expense included in the condensed consolidated statements of operations and comprehensive income was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Cost of revenue

 

$

67

 

 

$

36

 

 

$

184

 

 

$

110

 

Research and development

 

 

823

 

 

 

484

 

 

 

2,277

 

 

 

1,492

 

Sales and marketing

 

 

1,331

 

 

 

690

 

 

 

4,135

 

 

 

2,096

 

General and administrative

 

 

947

 

 

 

1,246

 

 

 

2,828

 

 

 

3,193

 

Total stock-based compensation

 

$

3,168

 

 

$

2,456

 

 

$

9,424

 

 

$

6,891

 

At September 30, 2024, there was $0.1 million of total unrecognized compensation cost related to unvested stock options granted under the 2012 Equity Incentive Plan, which is expected to be recognized over a remaining weighted-average period of 1.1 years.

At September 30, 2024, there was $32.0 million of total unrecognized compensation cost related to unvested RSUs granted under the 2021 Plan, which is expected to be recognized over a remaining weighted-average period of 3.4 years.

v3.24.3
Income Taxes
9 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
Income Taxes

10. Income Taxes

The Company computes its tax provision for the three and nine months ended September 30, 2024 by applying the estimated annual effective tax rate to year-to-date income from recurring operations and adjusting for discrete items arising in that quarter. During the current quarter, given demonstrated profitability net of permanent adjustments now resulting in cumulative income in recent years and other positive factors including the utilization of federal net operating losses and continued forecasted profitability, the Company has determined to release its valuation allowance against most US deferred tax assets, resulting in a discrete benefit for the three months ended September 30, 2024.

The Company’s effective tax rate for the three and nine months ended September 30, 2024 was 0.03% and 17.6%, respectively, and for the three and nine months ended September 30, 2023 was 11.4% and 7.2%, respectively. The difference between the Company’s effective tax rate and the U.S. federal statutory rate of 21% in 2024 was primarily due to the determination to release a valuation allowance against deferred tax assets in the US. In addition, the Company recorded certain discrete benefits related to excess tax benefits on stock-based compensation and research and development credit claims that were finalized during the three months ended September 30, 2024. In 2023, the difference between the Company’s effective tax rate and the US federal statutory rate of 21% was primarily the result of changes in the Company's net US deferred tax assets and corresponding valuation allowance.

The Company forecasts an estimated effective tax rate in 2024, exclusive of discrete benefits, of 27%, which primarily differs from the US federal statutory rate due to state taxes and permanent differences on nondeductible compensation.

v3.24.3
Net Income per Share Attributable to Common Stock
9 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Net Income per Share Attributable to Common Stock

11. Net Income per Share Attributable to Common Stock

Basic net income per share attributable to common stock is computed by dividing net income for the period by the weighted average number of common shares outstanding during the period.

Diluted net income per share attributable to common stock is computed by giving effect to all potentially dilutive common stock equivalents to the extent they are dilutive. The dilutive effect of outstanding options, RSUs and warrants is reflected in diluted net income per share attributable to common stock by application of the treasury stock method. The calculation of diluted net income per share attributable to common stock excludes all anti-dilutive common shares.

The rights of the holders of Class A and Class B common stock are identical, except with respect to voting and conversion. As the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis to each class of common stock and the resulting basic and diluted net income per share attributable to common stockholders are, therefore, the same for both Class A and Class B common stock on both an individual and combined basis.

The following table sets forth the computation of basic and diluted net income per share attributable to common stock (in thousands, except for share and per share data):

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

Numerator:

 

 

 

 

 

 

 

 

Net income

$

14,430

 

$

6,377

 

$

31,020

 

$

12,920

 

Denominator:

 

 

 

 

 

 

 

 

Weighted-average shares of common stock — basic

 

124,538,195

 

 

123,620,260

 

 

124,251,147

 

 

123,430,652

 

Dilutive effect of stock options to purchase common stock

 

2,210,027

 

 

1,548,680

 

 

2,178,842

 

 

868,922

 

Dilutive effect of RSUs

 

721,882

 

 

429,863

 

 

714,991

 

 

153,330

 

Dilutive effect of warrants

 

144,011

 

 

41,076

 

 

109,631

 

 

4,456

 

Weighted-average shares of common stock — diluted

 

127,614,115

 

 

125,639,879

 

 

127,254,611

 

 

124,457,360

 

Net income per share

 

 

 

 

 

 

 

 

Basic

$

0.12

 

$

0.05

 

$

0.25

 

$

0.10

 

Diluted

$

0.11

 

$

0.05

 

$

0.24

 

$

0.10

 

The following table summarizes the weighted average securities that were excluded from the computation of diluted net income per share attributable to common stock as their inclusion would have been antidilutive:

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

Stock options to purchase common stock

 

 

 

 

 

 

 

103,804

 

RSUs

 

150,723

 

 

580,102

 

 

200,322

 

 

1,149,853

 

Warrants

 

 

 

417,045

 

 

 

 

417,045

 

v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

The accompanying unaudited interim condensed consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the United States Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Accordingly, they do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. Therefore, these unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements and the related notes included in the Company's Form 10-K for the year ended December 31, 2023 filed with the SEC on March 5, 2024 (the “2023 Form 10-K”).

These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position, results of operations and comprehensive income, changes in stockholders' equity and cash flows for the periods presented. The results of operations for the three and nine months ended September 30, 2024 and 2023 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period.
Principles of Consolidation

Principles of Consolidation

The unaudited interim condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and balances have been eliminated upon consolidation.

Use of Estimates

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Such estimates include revenue recognition, cost of revenue recognition, the allowance for credit losses, the lives of tangible and intangible assets, the valuation of acquired intangible assets and the recoverability or impairment of intangible assets, including goodwill, internal-use software development costs, valuation of stock warrants issued, stock-based compensation, and accounting for income taxes. The Company bases its estimates on historical experience and also on assumptions that management considers reasonable. The Company assesses these estimates on a regular basis; however, actual results could differ from these estimates.

Custodial Accounts

Custodial Accounts

The Company has established a relationship with its merchant processors to act as collection and paying agents, whereby a merchant processor receives funds from customers and forwards such funds to the respective Paymentus client, based on the instructions received from the Company. These merchant processors act as custodians of the cash received, and the Company has no legal ownership rights to the funds held in such custodial accounts and does not control the use of these funds. As the Company does not take ownership of the funds, these custodial accounts are not included in the Company’s consolidated balance sheets. The balance of cash in the custodial accounts held by these merchant processors was $123.3 million and $510.8 million as of September 30, 2024 and December 31, 2023, respectively.

Concentration of Credit Risk

Concentration of Credit Risk

Financial instruments that potentially subject the Company to credit risk primarily consist of cash, cash equivalents and accounts receivable. The Company maintains its cash and cash equivalents with high-quality financial institutions with investment-grade ratings. For accounts receivable, the Company is exposed to credit risk in the event of nonpayment by customers and resellers to the extent of the amounts recorded in the consolidated balance sheets. No customer accounted for more than 10% of revenue for either of the three or nine months ended September 30, 2024 and 2023. As of December 31, 2023 and September 30, 2024 one reseller accounted for more than 10% of accounts receivable.

Segment Information

Segment Information

Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to make operating decisions, allocate resources and assess performance. The Company has three operating segments based on geography. The United States segment represents the vast majority of the Company’s consolidated net sales and gross profit. The additional two operating segments, Canada and India, do not meet the quantitative thresholds for separate reporting, either individually or in the aggregate. None of the operating segments qualified for aggregation. The Company’s CODM is its chief executive officer. The CODM evaluates the performance of the Company’s operating segments based on revenue and gross profit. The Company does not analyze discrete segment balance sheet information related to long-term assets. All other financial information is presented on a consolidated basis. For information regarding the Company’s long-lived assets and revenue by geographic area, see Note 4 and Note 3, respectively.

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

The Company’s significant accounting policies are discussed in Note 2, “Basis of Presentation and Summary of Significant Accounting Policies,” in the Notes to Consolidated Financial Statements as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022 and 2021 included in the 2023 Form 10-K. There have been no significant changes to these policies during the three and nine months ended September 30, 2024.

Recently Adopted Accounting Standards

Recently Adopted Accounting Standards

The Company is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 either (1) within the same periods as those otherwise applicable to public business entities, or (2) within the same time periods as non-public business entities, including early adoption when permissible. With the exception of standards the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below.

Accounting Standards Updates ("ASU") not listed below were assessed and determined to be either not applicable or are not expected to have a material impact on the consolidated financial statements.

Accounting Pronouncements Not Yet Adopted

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the CODM and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. The amendments in ASU 2023-07 are effective for public companies for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the potential impact of adopting this new guidance on our condensed consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09 "Income Tax Disclosures", which makes changes to annual disclosures of income taxes paid for all entities and requires entities to disclose the amount of income taxes paid, net of refunds received, disaggregated by federal, state and foreign jurisdiction. Additionally, entities are required to disclose income taxes paid, net of refunds received, for individual jurisdictions that comprise 5% or more of total income taxes paid. The 5% threshold is evaluated using the absolute value of the net refund or net payment in each jurisdiction compared to the absolute value of the total income taxes paid (net of refunds received). ASU 2023-09 requires all entities to disclose disaggregated domestic and foreign pre-tax income (or loss) from continuing operations along with disaggregated income tax expense (or benefit) by federal, state and foreign components. Such disaggregation by jurisdiction should classify taxes by jurisdiction based on the jurisdiction imposing the taxes. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024 for public companies. Early adoption is permitted. We are currently evaluating the potential impact of adopting this new guidance on our condensed consolidated financial statements and related disclosures.

v3.24.3
Revenue, Performance Obligations and Contract Balances (Tables)
9 Months Ended
Sep. 30, 2024
Revenue from Contract with Customer [Abstract]  
Summary of Disaggregation of Revenue

The following table presents a disaggregation of revenue from contracts with customers:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Payment transaction processing revenue

 

$

228,826

 

 

$

150,500

 

 

$

605,142

 

 

$

443,565

 

Other

 

 

2,745

 

 

 

1,923

 

 

 

8,726

 

 

 

6,125

 

Total revenue

 

$

231,571

 

 

$

152,423

 

 

$

613,868

 

 

$

449,690

 

Summary of Revenue by Geographic Area

Revenue by geographic area, based on the location of the Company’s users, was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

United States

 

$

227,788

 

 

$

149,526

 

 

$

602,572

 

 

$

441,029

 

Other

 

 

3,783

 

 

 

2,897

 

 

 

11,296

 

 

 

8,661

 

Total

 

$

231,571

 

 

$

152,423

 

 

$

613,868

 

 

$

449,690

 

Summary of Contract Asset and Liability

Contract balances consist of the following:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Contract Assets included under:

 

 

 

 

 

 

Prepaid expenses and other current assets

 

$

2,893

 

 

$

2,893

 

Other long-term assets

 

 

3,397

 

 

 

4,783

 

Total contract assets

 

$

6,290

 

 

$

7,676

 

Contract Liabilities:

 

 

 

 

 

 

Current

 

$

2,192

 

 

$

4,089

 

Non-current

 

 

2,744

 

 

 

2,731

 

Total contract liabilities

 

$

4,936

 

 

$

6,820

 

 

Summary of Amortization of Contract Assets

The amortization of related contract assets included in the condensed consolidated statements of operations and comprehensive income was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Revenue

 

$

153

 

 

$

635

 

 

$

459

 

 

$

1,888

 

Sales and marketing

 

 

740

 

 

 

121

 

 

 

2,268

 

 

 

308

 

Total amortization of contact assets

 

$

893

 

 

$

756

 

 

$

2,727

 

 

$

2,196

 

v3.24.3
Property and Equipment, Net (Tables)
9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment, Net

Property and equipment, net consisted of the following:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Computer equipment

 

$

6,293

 

 

$

6,059

 

Furniture and fixtures

 

 

1,796

 

 

 

1,715

 

Leasehold improvements

 

 

391

 

 

 

396

 

Total property and equipment

 

 

8,480

 

 

 

8,170

 

Less: Accumulated depreciation

 

 

(7,157

)

 

 

(6,612

)

Property and equipment, net

 

$

1,323

 

 

$

1,558

 

Long-lived Assets by Geographic Areas

The geographic locations of the Company’s long-lived assets, comprising property and equipment, based on physical location of the assets were as follows:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

United States

 

$

516

 

 

$

558

 

Other

 

 

807

 

 

 

1,000

 

Total

 

$

1,323

 

 

$

1,558

 

v3.24.3
Goodwill, Internal-use Software Development Costs and Intangible Assets (Tables)
9 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Summary of Goodwill by Reporting Unit

The changes in the carrying amount of goodwill by reporting unit were as follows (in thousands):

 

 

United
States

 

 

Other

 

 

Total

 

Balance as of December 31, 2023

 

$

131,028

 

 

$

832

 

 

$

131,860

 

Foreign currency translation adjustments

 

 

 

 

 

(11

)

 

 

(11

)

Balance as of September 30, 2024

 

$

131,028

 

 

$

821

 

 

$

131,849

 

Summary of Intangible Assets

Intangible assets, net consisted of the following (in thousands):

 

 

September 30, 2024

 

 

 

Gross
Carrying
Amount

 

 

Accumulated
Amortization

 

 

Net
Carrying
Amount

 

Technology

 

$

21,833

 

 

$

(17,767

)

 

$

4,066

 

Customer relationship

 

 

31,991

 

 

 

(15,917

)

 

 

16,074

 

Software and license

 

 

2,962

 

 

 

(2,946

)

 

 

16

 

Trademark

 

 

4,038

 

 

 

(3,098

)

 

 

940

 

Total

 

$

60,824

 

 

$

(39,728

)

 

$

21,096

 

 

 

 

December 31, 2023

 

 

 

Gross
Carrying
Amount

 

 

Accumulated
Amortization

 

 

Net
Carrying
Amount

 

Technology

 

$

21,845

 

 

$

(14,951

)

 

$

6,894

 

Customer relationship

 

 

32,006

 

 

 

(13,480

)

 

 

18,526

 

Software and license

 

 

3,019

 

 

 

(2,979

)

 

 

40

 

Trademark

 

 

4,038

 

 

 

(2,340

)

 

 

1,698

 

Total

 

$

60,908

 

 

$

(33,750

)

 

$

27,158

 

Schedule of Expected Future Amortization Expense

As of September 30, 2024, future expected amortization expense is as follows (in thousands):

Years Ending December 31,

 

 

 

2024 (remaining 3 months)

 

$

2,036

 

2025

 

 

6,604

 

2026

 

 

3,738

 

2027

 

 

3,269

 

2028

 

 

3,269

 

Thereafter

 

 

2,180

 

Total future amortization expense

 

$

21,096

 

v3.24.3
Accrued Liabilities (Tables)
9 Months Ended
Sep. 30, 2024
Accrued Liabilities, Current [Abstract]  
Summary of Accrued Liabilities

The composition of accrued liabilities is as follows:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Payroll and employee-related expenses

 

$

14,129

 

 

$

15,455

 

Other accrued liabilities

 

 

6,170

 

 

 

5,846

 

Total

 

$

20,299

 

 

$

21,301

 

v3.24.3
Stock-Based Compensation (Tables)
9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock Option Activity

A summary of the Company’s option activity during the nine months ended September 30, 2024 was as follows (in thousands, except for share and per share amount):

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

Weighted-

 

 

Average

 

 

 

 

 

 

 

 

Average

 

 

Remaining

 

 

Aggregate

 

 

Options

 

 

Exercise Price

 

 

Contractual

 

 

Intrinsic

 

 

Outstanding

 

 

per Share

 

 

Life (years)

 

 

Value

 

Outstanding at December 31, 2023

 

3,849,350

 

 

$

7.87

 

 

 

5.06

 

 

$

38,505

 

Options exercised

 

(209,459

)

 

 

0.74

 

 

 

 

 

 

 

Options forfeited

 

(2,333

)

 

 

8.66

 

 

 

 

 

 

 

Outstanding at September 30, 2024

 

3,637,558

 

 

$

8.28

 

 

 

4.46

 

 

$

42,705

 

Exercisable at September 30, 2024

 

3,610,609

 

 

$

8.27

 

 

 

4.45

 

 

$

42,407

 

Summary of RSU Activity

A summary of the Company’s RSU activity during the nine months ended September 30, 2024 was as follows:

 

 

 

 

Weighted-

 

 

Number of

 

 

Average

 

 

RSUs

 

 

Grant Date

 

 

Outstanding

 

 

Fair Value

 

Awarded and unvested at December 31, 2023

 

1,946,006

 

 

$

12.74

 

Awards granted

 

1,045,344

 

 

 

19.23

 

Awards vested

 

(573,116

)

 

 

12.62

 

Awards forfeited

 

(188,826

)

 

 

11.66

 

Awarded and unvested at September 30, 2024

 

2,229,408

 

 

$

15.90

 

 

The fair value of RSU grants is determined based upon the market closing price of the Company’s Class A common stock on the date of grant. RSUs vest over the requisite service period, which generally ranges between four years and five years from the date of grant for employees and one to three years for directors, subject to continued employment for employees and provision of services for non-employees.

Summary of Stock Based Compensation Expense

Stock-based compensation expense included in the condensed consolidated statements of operations and comprehensive income was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

Cost of revenue

 

$

67

 

 

$

36

 

 

$

184

 

 

$

110

 

Research and development

 

 

823

 

 

 

484

 

 

 

2,277

 

 

 

1,492

 

Sales and marketing

 

 

1,331

 

 

 

690

 

 

 

4,135

 

 

 

2,096

 

General and administrative

 

 

947

 

 

 

1,246

 

 

 

2,828

 

 

 

3,193

 

Total stock-based compensation

 

$

3,168

 

 

$

2,456

 

 

$

9,424

 

 

$

6,891

 

v3.24.3
Net Income per Share Attributable to Common Stock (Tables)
9 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Schedule of Computation of Basic and Diluted Net Income Per Share Attributable to Common Stock

The following table sets forth the computation of basic and diluted net income per share attributable to common stock (in thousands, except for share and per share data):

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

Numerator:

 

 

 

 

 

 

 

 

Net income

$

14,430

 

$

6,377

 

$

31,020

 

$

12,920

 

Denominator:

 

 

 

 

 

 

 

 

Weighted-average shares of common stock — basic

 

124,538,195

 

 

123,620,260

 

 

124,251,147

 

 

123,430,652

 

Dilutive effect of stock options to purchase common stock

 

2,210,027

 

 

1,548,680

 

 

2,178,842

 

 

868,922

 

Dilutive effect of RSUs

 

721,882

 

 

429,863

 

 

714,991

 

 

153,330

 

Dilutive effect of warrants

 

144,011

 

 

41,076

 

 

109,631

 

 

4,456

 

Weighted-average shares of common stock — diluted

 

127,614,115

 

 

125,639,879

 

 

127,254,611

 

 

124,457,360

 

Net income per share

 

 

 

 

 

 

 

 

Basic

$

0.12

 

$

0.05

 

$

0.25

 

$

0.10

 

Diluted

$

0.11

 

$

0.05

 

$

0.24

 

$

0.10

 

Schedule of Common Stock Equivalents Excluded from Income (Loss) Per Diluted Share

The following table summarizes the weighted average securities that were excluded from the computation of diluted net income per share attributable to common stock as their inclusion would have been antidilutive:

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2024

 

2023

 

2024

 

2023

 

Stock options to purchase common stock

 

 

 

 

 

 

 

103,804

 

RSUs

 

150,723

 

 

580,102

 

 

200,322

 

 

1,149,853

 

Warrants

 

 

 

417,045

 

 

 

 

417,045

 

v3.24.3
Geographic Information (Tables)
9 Months Ended
Sep. 30, 2024
Segment Reporting [Abstract]  
Summary of Revenue by Geographic Area

Revenue by geographic area, based on the location of the Company’s users, was as follows:

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

United States

 

$

227,788

 

 

$

149,526

 

 

$

602,572

 

 

$

441,029

 

Other

 

 

3,783

 

 

 

2,897

 

 

 

11,296

 

 

 

8,661

 

Total

 

$

231,571

 

 

$

152,423

 

 

$

613,868

 

 

$

449,690

 

Long-lived Assets by Geographic Areas

The geographic locations of the Company’s long-lived assets, comprising property and equipment, based on physical location of the assets were as follows:

 

 

September 30,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

 

(in thousands)

 

United States

 

$

516

 

 

$

558

 

Other

 

 

807

 

 

 

1,000

 

Total

 

$

1,323

 

 

$

1,558

 

v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details)
$ in Millions
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2024
USD ($)
Customer
Sep. 30, 2023
Customer
Sep. 30, 2024
USD ($)
Customer
Segment
Sep. 30, 2023
Customer
Dec. 31, 2023
USD ($)
Customer
Summary Of Significant Accounting Policies [Line Items]          
Number of operating segment | Segment     3    
Cash in custodial account | $ $ 123.3   $ 123.3   $ 510.8
Number Of Customer 0 0 0 0  
Revenue [Member] | Customer Concentration Risk [Member] | Minimum [Member]          
Summary Of Significant Accounting Policies [Line Items]          
Concentration risk, percentage 10.00% 10.00% 10.00% 10.00%  
Accounts Receivable [Member] | Customer Concentration Risk [Member] | One Customer [Member]          
Summary Of Significant Accounting Policies [Line Items]          
Number Of Customer     1   1
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Minimum [Member] | One Customer [Member]          
Summary Of Significant Accounting Policies [Line Items]          
Concentration risk, percentage     10.00%   10.00%
v3.24.3
Revenue, Performance Obligations and Contract Balances - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Disaggregation of Revenue [Line Items]        
Remaining performance obligation, aggregate amount of transaction price $ 4.9   $ 4.9  
Remaining performance obligation, percentage 24.00%   24.00%  
Expected revenue period     2 years  
Fixed consideration related to the future minimum guarantees, contract amount $ 79.5   $ 79.5  
Maximum [Member]        
Disaggregation of Revenue [Line Items]        
Expected revenue period     4 years  
Minimum [Member]        
Disaggregation of Revenue [Line Items]        
Remaining performance obligation, percentage 68.00%   68.00%  
Expected revenue period     2 years  
Payment Transaction Processing Revenue [Member]        
Disaggregation of Revenue [Line Items]        
Contract With Customer Liability $ 1.1 $ 0.5 $ 3.6 $ 1.4
v3.24.3
Revenue, Performance Obligations and Contract Balances - Summary of Disaggregation of Revenue from Contracts with Customer (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Disaggregation Of Revenue [Line Items]        
Revenue $ 231,571 $ 152,423 $ 613,868 $ 449,690
Payment Transaction Processing Revenue [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue 228,826 150,500 605,142 443,565
Other [Member]        
Disaggregation Of Revenue [Line Items]        
Revenue $ 2,745 $ 1,923 $ 8,726 $ 6,125
v3.24.3
Revenue, Performance Obligations and Contract Balances - Summary of Revenue by Geographic Area (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Disaggregation of Revenue [Line Items]        
Revenue $ 231,571 $ 152,423 $ 613,868 $ 449,690
United States        
Disaggregation of Revenue [Line Items]        
Revenue 227,788 149,526 602,572 441,029
Other        
Disaggregation of Revenue [Line Items]        
Revenue $ 3,783 $ 2,897 $ 11,296 $ 8,661
v3.24.3
Revenue, Performance Obligations and Contract Balances - Summary of Contract Asset and Liability (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Contract Assets included under:    
Total contract assets $ 6,290 $ 7,676
Contract Liabilities    
Current 2,192 4,089
Non-current 2,744 2,731
Total contract liabilities 4,936 6,820
Prepaid Expenses and Other Current Assets [Member]    
Contract Assets included under:    
Total contract assets 2,893 2,893
Other Long-term Assets [Member]    
Contract Assets included under:    
Total contract assets $ 3,397 $ 4,783
v3.24.3
Revenue, Performance Obligations and Contract Balances - Summary of Amortization of Contract Assets (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Disaggregation of Revenue [Line Items]        
Amortization Of Contact Assets $ 893 $ 756 $ 2,727 $ 2,196
Revenue [Member]        
Disaggregation of Revenue [Line Items]        
Amortization Of Contact Assets 153 635 459 1,888
Sales and Marketing [Member]        
Disaggregation of Revenue [Line Items]        
Amortization Of Contact Assets $ 740 $ 121 $ 2,268 $ 308
v3.24.3
Business Combinations - Schedule Of Assets Acquired And Liabilities Assumed (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Business Acquisition [Line Items]    
Goodwill $ 131,849 $ 131,860
v3.24.3
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Property Plant And Equipment [Line Items]    
Total property and equipment $ 8,480 $ 8,170
Less: Accumulated depreciation (7,157) (6,612)
Property and equipment, net 1,323 1,558
Computer Equipment    
Property Plant And Equipment [Line Items]    
Total property and equipment 6,293 6,059
Furniture And Fixtures    
Property Plant And Equipment [Line Items]    
Total property and equipment 1,796 1,715
Leasehold Improvements    
Property Plant And Equipment [Line Items]    
Total property and equipment $ 391 $ 396
v3.24.3
Property and Equipment, Net - Schedule Of Property and Equipment, Net Based On Physical Location (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Property and equipment, net $ 1,323 $ 1,558
United States    
Property, Plant and Equipment [Line Items]    
Property and equipment, net 516 558
Other    
Property, Plant and Equipment [Line Items]    
Property and equipment, net $ 807 $ 1,000
v3.24.3
Property and Equipment, Net - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Property, Plant and Equipment [Abstract]        
Depreciation expense $ 0.2 $ 0.2 $ 0.6 $ 0.7
v3.24.3
Goodwill, Internal-use Software Development Costs and Intangible Assets - Summary of Goodwill by Reporting Units (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2024
USD ($)
Goodwill [Line Items]  
Beginning Balance $ 131,860
Foreign currency translation adjustments (11)
Ending Balance 131,849
United States  
Goodwill [Line Items]  
Beginning Balance 131,028
Foreign currency translation adjustments 0
Ending Balance 131,028
Other  
Goodwill [Line Items]  
Beginning Balance 832
Foreign currency translation adjustments (11)
Ending Balance $ 821
v3.24.3
Goodwill, Internal-use Software Development Costs and Intangible Assets - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Goodwill [Line Items]        
Capitalized internal-use software development costs     $ 27,238 $ 25,339
Amortization of Intangible Assets, Total $ 2,000 $ 2,100 6,100 6,400
Computer Software, Intangible Asset [Member]        
Goodwill [Line Items]        
Impairment of Intangible Assets (Excluding Goodwill) 0 0 0 0
Software and Software Development Costs [Member]        
Goodwill [Line Items]        
Capitalized internal-use software development costs 9,000 8,700 27,400 25,300
Cost Of Revenue [Member]        
Goodwill [Line Items]        
Amortizaion expense of capitalized software costs 4,600 3,500 13,000 9,500
Operating Expense [Member]        
Goodwill [Line Items]        
Amortizaion expense of capitalized software costs $ 2,500 $ 2,000 $ 7,100 $ 5,800
v3.24.3
Goodwill, Internal-use Software Development Costs and Intangible Assets - Summary of Intagible Assets (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Finite Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 60,824 $ 60,908
Accumulated Amortization (39,728) (33,750)
Total future amortization expense 21,096 27,158
Technology    
Finite Lived Intangible Assets [Line Items]    
Gross Carrying Amount 21,833 21,845
Accumulated Amortization (17,767) (14,951)
Total future amortization expense 4,066 6,894
Customer Relationships    
Finite Lived Intangible Assets [Line Items]    
Gross Carrying Amount 31,991 32,006
Accumulated Amortization (15,917) (13,480)
Total future amortization expense 16,074 18,526
Software And License    
Finite Lived Intangible Assets [Line Items]    
Gross Carrying Amount 2,962 3,019
Accumulated Amortization (2,946) (2,979)
Total future amortization expense 16 40
Trademark    
Finite Lived Intangible Assets [Line Items]    
Gross Carrying Amount 4,038 4,038
Accumulated Amortization (3,098) (2,340)
Total future amortization expense $ 940 $ 1,698
v3.24.3
Goodwill, Internal-use Software Development Costs and Intangible Assets - Schedule of Expected Future Amortization Expense (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]    
2024 (remaining 3 months) $ 2,036  
2025 6,604  
2026 3,738  
2027 3,269  
2028 3,269  
Thereafter 2,180  
Total future amortization expense $ 21,096 $ 27,158
v3.24.3
Accrued Liabilities - Summary of Accrued Liabilities (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Accrued Liabilities, Current [Abstract]    
Payroll and employee-related expenses $ 14,129 $ 15,455
Other accrued liabilities 6,170 5,846
Accrued liabilities $ 20,299 $ 21,301
v3.24.3
Commitments and Contingencies - Additional Information (Details)
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Other commitments, description The Company has entered into certain non-cancellable agreements for software and marketing services that specify all significant terms, including fixed or minimum services to be used, pricing provisions and the approximate timing of the transaction. Obligations under contracts that are cancellable or with remaining terms of 12 months or less are not included. There have been no material changes to the Company's contractual obligations or commitments outside of the ordinary course of business as compared to those described in the 2023 Form 10-K.
v3.24.3
Equity - Additional Information (Details) - $ / shares
Sep. 30, 2024
Aug. 29, 2022
May 13, 2021
Class Of Stock [Line Items]      
Common stock, par value   $ 10.1 $ 18.38
Warrant Issue   684,510 509,370
Warrant shares vested and exercisable     448,880
Fully Vested 620,008 171,128 382,027
Vesting of the Remaining Shares of the Warrant   513,382 127,343
v3.24.3
Stock-Based compensation - Additional Information (Details) - USD ($)
$ in Millions
1 Months Ended 9 Months Ended
May 31, 2021
Sep. 30, 2024
Jan. 01, 2024
Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]        
Options granted in period   0    
Restricted Stock Units (RSUs) [Member]        
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]        
Total unrecognized compensation cost   $ 32.0    
Total unrecognized compensation cost, recognition period   3 years 4 months 24 days    
Class A Common Stock [Member]        
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]        
Shares reserved for issuance     5,000,000  
Class A & Class B Common Stock [Member]        
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]        
Percentage of annual increase of outstanding shares       4.00%
Equity Incentive Plan [Member]        
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]        
Total unrecognized compensation cost   $ 0.1    
Total unrecognized compensation cost, recognition period   1 year 1 month 6 days    
Equity Incentive Plan [Member] | Class A Common Stock [Member]        
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]        
Shares reserved for issuance 10.5      
Options granted in period 7.6      
2021 Plan        
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]        
Shares reserved for issuance   21,800,000    
v3.24.3
Stock-Based compensation - Schedule of Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]    
Options Outstanding, Beginning 3,849,350  
Options exercised (209,459)  
Options forfeited (2,333)  
Options Outstanding, Ending 3,637,558 3,849,350
Options Outstanding, Exercisable 3,610,609  
Weighted Average Exercise Price, Beginning $ 7.87  
Weighted Average Exercise Price, Exercised 0.74  
Weighted Average Exercise Price, Forfeited 8.66  
Weighted Average Exercise Price, Ending 8.28 $ 7.87
Weighted Average Exercise Price, Exercisable $ 8.27  
Weighted Average Remaining Contractual Term (years) 4 years 5 months 15 days 5 years 21 days
Weighted Average Remaining Contractual Term (years), Exercisable 4 years 5 months 12 days  
Aggregate Intrinsic Value, Beginning $ 38,505  
Aggregate Intrinsic Value, Ending 42,705 $ 38,505
Aggregate Intrinsic Value, Exercisable $ 42,407  
v3.24.3
Stock Based Compensation - Summary of RSU Activity (Details) - Restricted Stock Units (RSUs) [Member]
9 Months Ended
Sep. 30, 2024
$ / shares
shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Awarded and unvested, Beginning Balance | shares | shares 1,946,006
Awards, Granted | shares | shares 1,045,344
Awards, Vested | shares | shares (573,116)
Awards,Forfeited | shares | shares (188,826)
Awarded and unvested, Ending Balance | shares | shares 2,229,408
Weighted Average Grant-Date Fair Value, Unvested, Beginning Balance | $ / shares | $ / shares $ 12.74
Weighted Average Grant-Date Fair Value, Granted | $ / shares | $ / shares 19.23
Weighted Average Grant-Date Fair Value, Vested | $ / shares | $ / shares 12.62
Weighted Average Grant-Date Fair Value, Forfeited | $ / shares | $ / shares 11.66
Weighted Average Grant-Date Fair Value, Unvested, Ending Balance | $ / shares | $ / shares $ 15.9
v3.24.3
Stock-Based compensation - Summary of Stock Based Compensation Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total stock-based compensation $ 3,168 $ 2,456 $ 9,424 $ 6,891
Cost Of Revenue [Member]        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total stock-based compensation 67 36 184 110
Research and Development [Member]        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total stock-based compensation 823 484 2,277 1,492
Sales and Marketing [Member]        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total stock-based compensation 1,331 690 4,135 2,096
General and Administrative [Member]        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total stock-based compensation $ 947 $ 1,246 $ 2,828 $ 3,193
v3.24.3
Income Taxes - Additional Information (Details)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Effective tax rate 0.03% 11.40% 17.60% 7.20%
Effective Income Tax Rate Reconciliation     27.00%  
Difference between effective tax rate and federal statutory rate     21.00% 21.00%
v3.24.3
Net Income per Share Attributable to Common Stock - Schedule of Computation of Basic and Diluted Net Income Per Share Attributable to Common Stock (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2024
Sep. 30, 2023
Numerator:                
Net Income (Loss) $ 14,430 $ 9,364 $ 7,226 $ 6,377 $ 5,839 $ 704 $ 31,020 $ 12,920
Denominator:                
Weighter-average shares of common stock - basic 124,538,195     123,620,260     124,251,147 123,430,652
Dilutive effect of stock options to purchase common stock 2,210,027     1,548,680     2,178,842 868,922
Dilutive effect of RSUs 721,882     429,863     714,991 153,330
Dilutive effect of warrants 144,011     41,076     109,631 4,456
Weighter-average shares of common stock - diluted 127,614,115     125,639,879     127,254,611 124,457,360
Net income per share                
Basic $ 0.12     $ 0.05     $ 0.25 $ 0.1
Diluted $ 0.11     $ 0.05     $ 0.24 $ 0.1
v3.24.3
Net Income per Share Attributable to Common Stock - Schedule of Common Stock Equivalents Excluded from Income (Loss) Per Diluted Share (Details) - shares
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Employee Stock Option        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities 0 0 0 103,804
RSU [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities 150,723 580,102 200,322 1,149,853
Warrants [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities 0 417,045 0 417,045

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