0001454938-23-000029 | 10-K | XBRL Viewer

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Organization, Description of Business and Summary of Significant Accounting Policies - Segment Information (Details)	12 Months Ended
	Dec. 31, 2022 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segment	1
Number of operating segment	1

Organization, Description of Business and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization, Description of Business and Summary of Significant Accounting Policies	Organization, Description of Business and Summary of Significant Accounting Policies Organization and Description of Business Outbrain Inc. (together with its subsidiaries, “Outbrain,” the “Company,” “we,” “our” or “us”), was incorporated in August 2006 in Delaware. The Company is headquartered in New York, New York and has wholly owned subsidiaries in Israel, Europe, Asia, Brazil and Australia. In connection with the Company’s initial public offering (“IPO”), its common stock began trading on The Nasdaq Stock Market LLC (“Nasdaq”) on July 23, 2021 under the “OB” ticker symbol. Outbrain is a leading recommendation platform powering the open web. The Company’s platform provides personalized recommendations that appear as links to content, advertisements and videos on media owners’ online properties. The Company generates revenue from marketers through user engagements with promoted recommendations that it delivers across a variety of third-party media owners’ online properties. The Company pays traffic acquisition costs to its media owner partners on whose digital properties the recommendations are shown. The Company’s advertiser solutions are mainly priced using a performance-based model based on the actual number of engagements generated by users, which is highly dependent on its ability to generate trustworthy and interesting recommendations to individual users based on its proprietary algorithms. A portion of the Company’s revenue is generated through advertisers participating in programmatic auctions wherein the pricing is determined by the auction results and not dependent on user engagement. Basis of Presentation The accompanying audited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). The accompanying audited consolidated financial statements include the accounts of Outbrain Inc. and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of audited consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and related disclosures as of the date of the audited consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates and judgments are based on historical information and on various other assumptions that the Company believes are reasonable under the circumstances. Estimates and assumptions made in the accompanying audited consolidated financial statements include, but are not limited to, the allowance for credit losses, sales allowance, software development costs eligible for capitalization, valuation of deferred tax assets, the useful lives of property and equipment, the useful lives and fair value of intangible assets, valuation of goodwill, the fair value of stock-based awards, and the recognition and measurement of income tax uncertainties and other contingencies. Actual results could differ materially from these estimates. Reclassifications Certain reclassifications have been made to the prior periods’ financial information in order to conform to the current period’s presentation. Cash and Cash Equivalents and Investments The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist of cash on hand and highly liquid investments in money market funds, U.S. government bonds and commercial paper. The Company’s investments in debt securities are classified as available-for-sale and are recorded at fair value. The Company classifies its investments in debt securities as short-term or long-term, based on each security’s maturity date. Unrealized gains and losses on available-for-sale securities are recognized in other comprehensive (loss) income (“OCI”), net of taxes. Although the Company does not have intent to sell its debt investments, the Company may sell them prior to their maturities for a variety of reasons, including portfolio diversification, credit quality, yields, and liquidity requirements. Any realized gains and losses on the sale of investments are determined based on a specific identification method and recorded within interest income and other (expense) income, net in the Company’s consolidated statements of operations. Restricted Cash Restricted cash represents security deposits for facility leases and is included in other assets in the accompanying consolidated balance sheets. Accounts Receivable and Allowance for Credit Losses Accounts receivable are recorded at invoiced amounts, net of allowances for credit losses, if applicable, and are unsecured and do not bear interest. Accounts receivable also includes earned and billable amounts not yet invoiced as of the end of the reporting period. The allowance for credit losses is based on the best estimate of the amount of probable credit losses in accounts receivable. The allowance for credit losses is determined based on historical collection experience, reasonable and supportable forecasted information, and any applicable market conditions. The allowance for credit losses also takes into consideration the Company’s current customer information, collection history, and other relevant data. The Company reviews the allowance for credit losses on a quarterly basis. Account balances are written off against the allowance when it is deemed probable that the receivable will not be recovered. If circumstances change, such as higher-than-expected defaults or an unexpected material adverse change in a major customer’s ability to meet its financial obligations, the Company’s estimate of amounts collectible could be reduced by a material amount. Certain Risks and Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, restricted cash and accounts receivable. The Company’s cash and cash equivalents and restricted cash are generally invested in high-credit quality financial instruments with both banks and financial institutions to reduce the amount of exposure to any single financial institution. The Company generally does not require collateral to secure accounts receivable. No single marketer accounted for 10% or more of the Company’s total revenue for the years ended 2022, 2021 and 2020, or 10% or more of its gross accounts receivable balance as of December 31, 2022 and 2021. For the year ended December 31, 2022, none of the Company’s media owners accounted for 10% of its total traffic acquisition costs. For the year ended December 31, 2021, one media owner accounted for 10% of the Company’s total traffic acquisition costs. For the year ended December 31, 2020, two media owners individually accounted for 12% and 11% of the Company’s total traffic acquisition costs. Property, equipment and capitalized software, net Property and equipment, including leasehold improvements, is stated at cost, less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Depreciation on property and equipment, excluding leasehold improvements, is three to five years. Leasehold improvements are amortized on a straight-line basis over the shorter of the estimated useful lives of the assets or the remaining lease term. Amortization on leasehold improvements ranges from one to eight years. The Company capitalizes qualifying development costs associated with software that is developed or obtained for internal use, provided that management with the relevant authority authorizes and commits to the funding of the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalized costs, including costs incurred for enhancements that are expected to result in additional significant functionality are capitalized and amortized on a straight-line basis over the estimated useful life, which approximates three years. Costs related to preliminary project activities and post-implementation operation activities, including training and maintenance, are expensed as incurred. Intangible assets, net Intangible assets primarily consist of developed technology, media owner and customer relationships and trade names, resulting from the Company’s acquisitions. Intangible assets are carried at cost, less accumulated amortization, unless a determination has been made that their value has been impaired. Intangible assets are amortized on a straight-line basis over their estimated useful lives. Amortization expense in the accompanying consolidated statements of operations is included as a component of other cost of revenue for developed technology assets and sales and marketing expense for customer and media owner relationships and tradenames. Impairment of Long-Lived Assets Long-lived assets consist of the Company’s property, equipment, capitalized software development costs and other assets, including identifiable intangible assets with finite lives. The Company’s long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than originally estimated. Recoverability of these assets is first assessed by comparison of the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate over their remaining lives. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. If the useful life is shorter than originally estimated, the Company amortizes the remaining carrying value over the new shorter useful life. Goodwill Goodwill represents the excess of the purchase price of an acquired entity over the fair value of intangible assets acquired and liabilities assumed in a business combination. Goodwill is not amortized but instead evaluated for impairment. The Company performs its annual impairment test of goodwill during the fourth quarter of each fiscal year or whenever events or circumstances change that would indicate that goodwill may not be recoverable. In conducting the impairment test, the Company can opt to perform a qualitative assessment to test goodwill for impairment or can directly perform the two-step impairment test described below. If the Company performs a qualitative assessment and it is determined that the fair value of a reporting unit is more likely than not to be less than its carrying amount, a quantitative impairment test is performed. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to that unit, goodwill is not impaired. If the carrying value of the reporting unit exceeds its fair value, an impairment charge is recorded for the difference. Based on the Company’s qualitative assessment performed during the fourth quarter of fiscal years 2022, 2021 and 2020, the Company concluded that it was more-likely-than-not that the estimated fair value of the Company’s single reporting unit exceeded its carrying value. Accordingly, no goodwill impairment charges were recognized for the years ended December 31, 2022, 2021 and 2020. Revenue Recognition The Company recognizes revenues when it transfers control of promised services directly to its customers, in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those services. The Company recognizes revenue pursuant to the five-step framework contained in ASC 606: (i) identify the contract with a client; (ii) identify the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) determine the transaction price, including the constraint on variable consideration; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue as the Company satisfies the performance obligations. The Company generates revenue primarily from advertisers through user engagement with the ads that it places on media partners’ web pages and mobile applications. The Company’s platform delivers ads to end-users that appear as links to articles and videos on media owners’ sites. The Company’s customers include brands, performance marketers and other advertisers, which are collectively referred to as its advertisers, each of which contract for use of its services primarily through insertion orders or through self-service tools, allowing advertisers to establish budgets for their advertising campaigns. Advertising campaigns are primarily billed on a monthly basis. The Company’s payment terms generally range from 30 to 60 days. For advertising campaigns priced on a cost-per-click basis, the Company bills its advertisers and recognizes revenue when a user clicks on an advertisement it delivers. For campaigns priced on a cost-per-impression basis, the Company bills its advertisers and recognizes revenue based on the number of times an advertisement is displayed to a user. Variable consideration, including allowances, discounts, refunds, credits, incentives, or other price concessions, is estimated and recorded at the time that related revenue is recognized. Advance payments from advertisers for future services represent contract liabilities and are recorded as deferred revenue in the Company’s consolidated balance sheets. The determination of whether revenue should be reported on a gross or a net basis involves judgement. In general, the Company acts as a principal on behalf of its advertisers and revenue is recognized gross of any costs that it remits to the media partners. In these cases, the Company determined that it controls the advertising inventory before it is transferred to its advertisers. The Company’s control is evidenced by its ability to monetize the advertising inventory before it is transferred to its advertisers. For those revenue arrangements where the Company does not control the advertising inventory before it is transferred to its advertisers, the Company is the agent and recognizes revenue on a net basis. The Company recognizes revenue net of applicable sales taxes. Contract Balances. There were no contract assets as of December 31, 2022 or December 31, 2021. Contract liabilities primarily relate to advance payments and consideration received from customers. As of December 31, 2022 and December 31, 2021, the Company’s contract liabilities were recorded as deferred revenue in its consolidated balance sheets. See Note 13 for disaggregation of the Company’s revenue based on geography of where the Company’s marketers are physically located. Cost of Revenue Traffic Acquisition Costs. Traffic acquisition costs consist of amounts the Company owes to media owners when users engage with promoted recommendations on media owners’ properties. The Company incurs costs with media owners in the period in which the click-throughs occur or in some circumstances based on a guaranteed minimum rate of payment from the Company in exchange for guaranteed placement of the Company’s promoted recommendations on specified portions of the media owners online properties. These guaranteed rates are typically provided per thousand qualified page views, whereby the Company’s minimum monthly payment to the media owner may fluctuate based on how many qualified page views the media owner generates, subject to a maximum guarantee. Traffic acquisition costs also include amounts payable to programmatic supply partners. In some instances, the Company may make upfront payments to media owners in connection with long-term contracts. The Company capitalizes these advance payments under these agreements if specific capitalization criteria have been met. The capitalization criteria includes the existence of future economic benefits to the Company, the existence of legally enforceable recoverability language (e.g., early termination clauses), management’s ability and intent to enforce the recoverability language and the ability to generate future earnings from the agreement in excess of amounts deferred. Capitalized amounts are amortized as traffic acquisition costs over the shorter of the period of contractual recoverability or the corresponding period of economic benefit. Amounts not yet paid are accrued systematically based on the Company’s estimate of user engagement. Other Cost of Revenue. Cost of revenue also includes costs related to the management of the Company’s data centers, hosting fees, data connectivity costs and depreciation and amortization. Cost of revenue also includes the amortization of capitalized software that is developed or obtained for internal use associated with the Company’s revenue-generating technologies. Additionally, other cost of revenue includes amortization of intangible assets related to developed technology acquired by the Company and used in its revenue-generating efforts. Research and Development The Company incurs research and development expenses primarily relating to the development and enhancement of its content discovery platform. These expenses consist primarily of personnel and the related overhead costs and amortization of capitalized software for non-revenue generating infrastructure. Research and development expenses are expensed as incurred, except for internal-use software development costs that qualify for capitalization. Advertising and Promotional Costs Advertising and promotional costs are included in sales and marketing expenses as incurred in the accompanying consolidated statements of operations. Advertising and promotional costs were $15.6 million, $13.1 million and $9.3 million for the years ended December 31, 2022, 2021 and 2020, respectively. Segment Information The Company has one operating and reporting segment. The Company’s chief operating decision maker is its Co-Chief Executive Officer who makes resource allocation decisions and assesses performance based on financial information presented on a consolidated basis. Stock-based Compensation The Company recognizes stock-based compensation for stock-based awards, including stock options, restricted stock units (“RSUs”) and stock appreciation rights (“SARs”) based on the estimated fair value of the awards. The fair value of the Company’s RSUs is the fair value of the Company’s common stock on the date of grant. The Company estimates the fair value of its stock option awards on the grant date using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires the use of judgments and assumptions, including the option’s expected term and the price volatility of the underlying stock. The Company accounts for forfeitures as they occur. Certain of the Company’s stock option awards, RSUs and SARs had a service condition and a performance condition, satisfied upon the Company’s IPO, which was a qualifying liquidity event. Accordingly, the Company recognized stock-based compensation expense upon its IPO to the extent the related service condition was met. Stock-based compensation expense for unvested stock option and RSU awards, and other awards that vest subject to the satisfaction of service conditions is being recognized on a straight-line basis over the requisite service period. Foreign Currency The Company transacts business in various foreign currencies. In general, the functional currency of its foreign subsidiaries is the currency of the local country. Accordingly, revenues and expenses of operations outside the United States (“U.S.”) are generally translated into U.S. dollars using weighted-average exchange rates, while assets and liabilities are translated into U.S. dollars using exchange rates in effect at the balance sheet date with the resulting translation adjustments recorded as a component of accumulated other comprehensive income (loss) within the statements of convertible preferred stock and stockholders’ equity (deficit). Foreign currency transaction gains and losses resulting from remeasurement of transactions denominated in a currency other than the functional currency are recognized in the consolidated statements of operations. The net foreign exchange transaction gains (losses) included in interest income and other (expense) income, net in the accompanying consolidated statements of operations were $(2.1) million, $(3.3) million and $(3.1) million for the years ended December 31, 2022, 2021 and 2020, respectively. Derivative Financial Instruments The Company is exposed to certain risks relating to its ongoing business operations, including but not limited to, fluctuations in foreign currency exchange rates. The Company enters into foreign currency forward exchange contracts to manage its foreign currency exchange risk by reducing the effects of fluctuations in foreign currency exchange rates on its net cash flows. These derivative contracts are not designated as accounting hedges. Accordingly, the Company recognizes gains and losses resulting from a change in fair value for these derivatives in the period in which the change occurs. The Company classifies cash flows from these contracts as operating activities in its consolidated statements of cash flows. The notional amount of the Company’s outstanding derivative instruments was $44.9 million and $33.5 million as of December 31, 2022 and 2021, respectively. See Note 14 for additional information. Severance Pay Asset and Liability The Company records a severance pay asset and liability on its consolidated balance sheets related to certain of its employees located in Israel. The liability for severance pay is calculated pursuant to Israeli severance pay law based on the most recent salary for the employees multiplied by the number of years of employment, as of the respective balance sheet date. Eligible employees are entitled to one month salary for each year of employment or a portion thereof. The Company’s liability at each respective balance sheet date for its eligible Israeli employees is fully accrued in other liabilities in the accompanying consolidated balance sheets. The Company funds this obligation through monthly deposits to the employee’s pension and management insurance policies. The carrying value of these policies is recorded as a severance fund asset in other assets in the accompanying consolidated balance sheets. The deposited funds may be withdrawn only upon the fulfillment of the Company’s obligation pursuant to Israeli severance pay law. The carrying value of its deposited funds is based on the cash surrender value of these policies and includes profits accumulated through the respective balance sheet date. Defined Contribution Plans The Company contributes to defined contribution savings plans covering eligible employees of the Company. Participants of the plans may defer annual pre-tax compensation, subject to statutory and plan limitations. In addition, a certain percentage of an employee’s contributions are matched by the Company and vest over a specified period of time, subject to certain statutory and plan limitations. The Company’s contributions were approximately $9.6 million, $8.4 million, and $6.6 million for 2022, 2021, and 2020, respectively, which were expensed as incurred. Income Taxes The Company accounts for income taxes using an asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred income tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets and liabilities are expected to be realized or settled. The Company regularly assesses the likelihood that its deferred income tax assets will be realized. To the extent that the Company believes any amounts are not more likely than not to be realized, a valuation allowance is recorded to reduce the deferred income tax assets. The Company’s deferred tax assets were $35.7 million and $32.9 million as of December 31, 2022 and 2021, respectively. The Company’s deferred tax liabilities were $5.3 million and $1.7 million as of December 31, 2022 and 2021, respectively, and are included within other liabilities in the consolidated balance sheets. The Company regularly assesses the need for the valuation allowance on its deferred tax assets, and to the extent that it determines that an adjustment is needed, such adjustment will be recorded in the period that the determination is made. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company recognizes interest and penalties related to income tax matters as income tax expense. Recently Adopted Accounting Pronouncements Leases In February 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842),” which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). This comprehensive new standard amends and supersedes existing lease accounting guidance and is intended to increase transparency and comparability by recognizing right-of-use (“ROU”) lease assets and lease liabilities on the balance sheet and requiring disclosure of key information about leasing arrangements. In July 2018, this guidance was amended to allow companies to use the beginning of the period in which this standard is adopted as the date of initial application. The Company adopted ASU 2016-02 on January 1, 2022 using the transition election allowing it not to restate prior periods. As such, results for reporting periods beginning on January 1, 2022 are presented under Accounts Standards Codification (“ASC”) 842, while prior period amounts continue to be reported in accordance with the Company’s historical accounting treatment under ASC 840, “Leases.” The Company elected the package of practical expedients permitted under the transition guidance, which allows it not to reassess its prior conclusions about lease identification, lease classification and initial direct costs. In addition, the Company elected not to separate the lease and non-lease components for its real estate leases and not to recognize lease assets and liabilities for operating leases with initial terms of 12 months or less. The Company did not elect the “hindsight” practical expedient. The Company uses its incremental borrowing rate to determine the present value of lease payments, as the Company’s leases do not have a readily determinable implicit discount rate. The incremental borrowing rate is the rate of interest the Company would have to pay to borrow on a collateralized basis over a similar term and amount in a similar economic environment. Upon adoption, the Company recognized operating right-of-use assets of $14.8 million and operating lease liabilities of $15.2 million in its consolidated balance sheet as of January 1, 2022. In addition, the Company reclassified deferred rent and lease incentives as a component of operating right-of-use assets. The adoption of the new lease standard did not have a material impact on the Company’s results of operations or cash flows and there was no cumulative-effect adjustment to the opening balance of retained earnings. Credit Losses In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326),” which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss model which requires consideration of forward-looking information to calculate credit loss estimates. These changes result in an earlier recognition of credit losses. The Company's financial assets held at amortized cost include accounts receivable. The amendments in ASU 2020-05, “Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842) Effective Dates for Certain Entities,” deferred the effective date for Topic 326 to fiscal years beginning after December 15, 2022. The Company early adopted ASU 2016-13 as of January 1, 2022, using the adoption method based on the aging schedules of accounts receivable. The adoption of this standard did not have a material impact on the Company’s audited consolidated financial statements.

Leases - Future Lease Payments (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Operating Leases
2023	$ 3,802
2024	3,327
2025	2,936
2026	1,731
2027	1,030
Thereafter	192
Total minimum payments required	13,018
Less: imputed interest	(1,337)
Lease liabilities	11,681
Finance Leases
2023	1,842
2024	257
2025	0
2026	0
2027	0
Thereafter	0
Total minimum payments required	2,099
Less: imputed interest	(87)
Total present value of lease liabilities	$ 2,012

Goodwill and Intangible Assets - Intangible Assets, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Gross Value	$ 49,456	$ 24,714
Accumulated amortization	(24,882)	(18,995)
Net carrying value	$ 24,574	$ 5,719
Developed technology
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period	5 years 9 months 18 days	3 years 2 months 12 days
Gross Value	$ 18,411	$ 8,425
Accumulated amortization	(9,652)	(8,425)
Net carrying value	$ 8,759	$ 0
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period	4 years 1 month 6 days	4 years
Gross Value	$ 5,856	$ 5,345
Accumulated amortization	(5,022)	(4,050)
Net carrying value	$ 834	$ 1,295
Publisher relationships
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period	6 years 3 months 18 days	4 years
Gross Value	$ 18,738	$ 8,403
Accumulated amortization	(8,782)	(5,777)
Net carrying value	$ 9,956	$ 2,626
Trade names
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period	8 years 8 months 12 days	8 years
Gross Value	$ 5,279	$ 1,665
Accumulated amortization	(1,143)	(572)
Net carrying value	$ 4,136	$ 1,093
Content Provider Relationships
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period	5 years
Gross Value	$ 284
Accumulated amortization	(56)
Net carrying value	$ 228
Other
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Period	15 years 9 months 18 days	15 years 9 months 18 days
Gross Value	$ 888	$ 876
Accumulated amortization	(227)	(171)
Net carrying value	$ 661	$ 705

Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Current provisions for income taxes:
Federal	$ 0	$ 0	$ 0
State	744	541	81
Foreign	9,117	5,739	5,468
Total current provision for income taxes	9,861	6,280	5,549
Deferred tax benefit:
Federal	(792)	(25,787)	226
State	(1,153)	(5,558)	46
Foreign	(1,908)	(465)	(2,528)
Total deferred tax benefit	(3,853)	(31,810)	(2,256)
Provision (benefit) for income taxes	$ 6,008	$ (25,530)	$ 3,293

Cover Page - USD ($) $ in Millions	12 Months Ended
Cover Page - USD ($) $ in Millions	Dec. 31, 2022	Feb. 28, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-40643
Entity Registrant Name	OUTBRAIN INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-5391629
Entity Address, Address Line One	111 West 19th Street
Entity Address, City or Town	New York,
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10011
City Area Code	(646)
Local Phone Number	867-0149
Title of 12(b) Security	Common stock, par value $0.001 per share
Trading Symbol	OB
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float			$ 212.1
Entity Common Stock, Shares Outstanding		51,163,304
Entity Central Index Key	0001454938
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s proxy statement for its 2023 annual meeting of stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such proxy statement will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year ended December 31, 2022.

Fair Value Measurements

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company’s financial instruments include restricted time deposits, severance pay fund deposits and foreign currency forward contracts. The Company determines the fair value of its financial instruments based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the Company uses the fair value hierarchy described below to distinguish between observable and unobservable inputs:

Level I — Valuations based on quoted prices in active markets for identical assets and liabilities at the measurement date;

Level II — Valuations based on quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be principally corroborated by observable market data for substantially the full term of the related assets or liabilities; and

Level III — Valuations based on unobservable inputs that are significant to the measurement of the fair value of the assets or liabilities that are supported by little or no market data.

The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy:


	December 31, 2022
	Level I		Level II		Level III		Total
	(In thousands)
Financial Assets:
Cash equivalents and investments (1)	$	39,198	$	245,666	$	—	$	284,864
Restricted time deposit (2)	—		185		—		185
Severance pay fund deposits (2)	—		5,378		—		5,378
Foreign currency forward contract (3)	—		726		—		726
Total financial assets	$	39,198	$	251,955	$	—	$	291,153
Financial Liabilities:
Foreign currency forward contract (4)	—		1,463		—		1,463
Total financial liabilities	$	—	$	1,463	$	—	$	1,463


	December 31, 2021
	Level I		Level II		Level III		Total
	(In thousands)
Financial Assets:
Restricted time deposit (2)	$	—	$	195	$	—	$	195
Severance pay fund deposits (2)	—		6,086		—		6,086
Foreign currency forward contract (3)	—		741		—		741
Total financial assets	$	—	$	7,022	$	—	$	7,022

_____________________

(1)Money market securities are valued using Level I of the fair value hierarchy, while the fair values of U.S. Treasuries, government bonds, commercial paper, corporate bonds and municipal bonds are considered Level II and are obtained from independent pricing services, which may use various methods, including quoted prices for identical or similar securities in active and inactive markets. See Note 3 for additional detail of the Company’s fixed income securities by balance sheet location.

(2)Recorded within other assets.

(3)Recorded within prepaid expenses and other current assets.

(4)Recorded within accrued and other current liabilities.

The Company records the fair values of the assets and liabilities relating to its undesignated foreign currency forward contracts on a gross basis in its consolidated balance sheets, as they are not subject to master netting arrangements. There is no cash collateral required to be pledged by the Company or its counterparties. The Company enters into foreign currency forward exchange contracts to manage the effects of fluctuations in foreign currency exchange rates on its net cash flows from non-U.S. dollar denominated operations. For the year ended December 31, 2022, the Company recognized net unrealized losses of $1.5 million and net unrealized gains of $0.2 million and $0.4 million, for the years ended December 31, 2021 and 2020, respectively, within interest income and other income (expense), net in its consolidated statements of operations, related to mark-to-market adjustments on its undesignated foreign currency forward contacts. See Note 14 for additional information.

The Company’s 2.95% Convertible Senior Notes due 2026 (“Convertible Notes”) are recorded within long-term debt in its consolidated balance sheets at their carrying value, which may differ from their fair value. The fair value of Convertible Notes is estimated using external pricing data, including any available market data for other debt instruments with similar characteristics. The following table summarizes the carrying value and the estimated fair value of the Company’s Convertible Notes, based on Level II measurements of the fair value hierarchy:


	December 31, 2022				December 31, 2021
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
			(In thousands)
Convertible Notes	$	236,000	$	180,752	$	236,000	$	234,348

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Acquisition - Consideration Transferred (Details) - vi - USD ($) $ in Thousands		3 Months Ended
	Jan. 05, 2022	Sep. 30, 2022
Business Acquisition [Line Items]
Cash consideration paid on acquisition date	$ 37,311	$ 10,600
Fair value of deferred consideration payable in cash	10,936
Fair value of contingent consideration payable	547
Fair value of stock consideration	4,190
Total fair value of purchase consideration	$ 52,984

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

The changes in the carrying value of the Company’s goodwill balance was as follows:


	December 31, 2022		December 31, 2021
	(In thousands)
Goodwill, opening balance	$	32,881	$	32,881
Acquisition of vi	30,182		—
Goodwill, closing balance	$	63,063	$	32,881

The Company has not recorded any accumulated impairments of goodwill.

The gross carrying amount and accumulated amortization of the Company’s intangible assets are as follows:


	December 31, 2022
	Weighted Average Amortization Period	Gross Value		Accumulated Amortization		Net Carrying Value
	(In thousands)
Developed technology	5.8 years	$	18,411	$	(9,652)	$	8,759
Customer relationships	4.1 years	5,856		(5,022)		834
Publisher relationships	6.3 years	18,738		(8,782)		9,956
Trade names	8.7 years	5,279		(1,143)		4,136
Content Provider Relationships	5.0 years	284		(56)		228
Other	15.8 years	888		(227)		661
Total intangible assets, net		$	49,456	$	(24,882)	$	24,574


	December 31, 2021
	Weighted Average Amortization Period	Gross Value		Accumulated Amortization		Net Carrying Value
	(In thousands)
Developed technology	3.2 years	$	8,425	$	(8,425)	$	—
Customer relationships	4 years	5,345		(4,050)		1,295
Publisher relationships	4 years	8,403		(5,777)		2,626
Trade names	8 years	1,665		(572)		1,093
Other	15.8 years	876		(171)		705
Total intangible assets, net		$	24,714	$	(18,995)	$	5,719

No impairment charges were recorded for the Company’s intangible assets subject to amortization during the years ended December 31, 2022, 2021, and 2020.

As of December 31, 2022, estimated amortization related to the Company’s identifiable acquisition-related intangible assets in future periods was as follows:


Year Ending December 31,	Amount
	(In thousands)
2023	$	4,205
2024	3,463
2025	3,463
2026	3,463
2027	3,264
Thereafter	6,716
Total	$	24,574

Stock-based Compensation - Weighted-Average Assumptions (Details) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-Based Payment Arrangement [Abstract]
Options granted (in shares)	0
Grant date fair value (in usd per share)		$ 5.95	$ 4.61
Expected term (in years)		6 years 10 days	6 years 7 days
Risk-free interest rate		1.29%	0.52%
Expected volatility		43.00%	44.00%
Dividend rate		0.00%	0.00%

Organization, Description of Business and Summary of Significant Accounting Policies - Property, Equipment and Capitalized Software, Net (Details)	12 Months Ended
	Dec. 31, 2022
Property and equipment, excluding leasehold improvements \| Minimum
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	3 years
Property and equipment, excluding leasehold improvements \| Maximum
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	5 years
Leasehold improvements \| Minimum
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	1 year
Leasehold improvements \| Maximum
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	8 years
Capitalized software development costs
Property, Plant and Equipment [Line Items]
Property and equipment, useful life	3 years

Stock-based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward]
Outstanding - beginning of period (in shares)	3,482,900
Granted (in shares)	0
Exercised (in shares)	(639,084)
Forfeited (in shares)	(162,380)
Outstanding - end of period (in shares)	2,681,436	3,482,900
Exercisable (in shares)	2,191,342
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Outstanding - beginning of period (in usd per share)	$ 8.11
Granted (in usd per share)	0
Exercised (in usd per share)	4.02
Forfeited (in usd per share)	8.28
Outstanding - end of period (in usd per share)	9.08	$ 8.11
Exercisable (in usd per share)	$ 8.64
Options, Additional Disclosures
Options outstanding, weighted-average remaining contractual term (years)	4 years 5 months 26 days	4 years 10 months 13 days
Options exercisable, weighted-average remaining contractual term (years)	3 years 9 months
Options outstanding. aggregate intrinsic value of outstanding options	$ 0	$ 20,513
Options exercisable, aggregate intrinsic value	$ 0

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Net operating loss carryforwards	$ 15,005	$ 21,498
Foreign tax credit carryforwards	1,048	1,797
Capital loss carryforwards	3,398	3,388
Stock-based compensation	1,110	396
Accruals, reserves, and other	6,276	6,458
Senior notes interest & deferred financing fees	10,033	10,275
Capitalization of research and development costs	13,946	0
Allowance for credit losses	1,409	1,017
Gross deferred tax assets	52,225	44,829
Valuation allowance	(15,629)	(10,731)
Total deferred tax assets	36,596	34,098
Deferred tax liabilities:
Intangible assets and capitalized software	(6,181)	(2,859)
Total deferred tax liabilities	(6,181)	(2,859)
Net deferred tax assets	$ 30,415	$ 31,239

Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Treasury Stock	Total accumulated other comprehensive (loss) income	Accumulated (Deficit) Income
Convertible Preferred Stock, Balance - beginning of period (in shares) at Dec. 31, 2019	27,652,449
Convertible Preferred Stock, Balance - beginning of period at Dec. 31, 2019	$ 162,444
Convertible Preferred Stock, Balance - end of period (in shares) at Dec. 31, 2020	27,652,449
Convertible Preferred Stock, Balance - end of period at Dec. 31, 2020	$ 162,444
Balance - beginning of period (in shares) at Dec. 31, 2019		16,837,232
Balance - beginning of period at Dec. 31, 2019	(89,662)	$ 17	$ 90,516	$ (2,070)	$ (5,523)	$ (172,602)
Treasury stock, beginning balance (in shares) at Dec. 31, 2019				(252,917)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercised (in shares)		(305,934)		(27,769)
Exercise of employee stock options, net of shares withheld for taxes	394		674	$ (280)
Vesting of restricted stock units (in shares)		296,322
Vesting of restricted stock units	0
Stock-based compensation	3,865		3,865
Other comprehensive income (loss)	1,233				1,233
Net (loss) income	4,357					4,357
Balance - end of period (in shares) at Dec. 31, 2020		17,439,488
Treasury stock, ending balance (in shares) at Dec. 31, 2020				(280,686)
Balance - end of period at Dec. 31, 2020	$ (79,813)	$ 17	95,055	$ (2,350)	(4,290)	(168,245)
Increase (Decrease) in Temporary Equity [Roll Forward]
Conversion of convertible preferred stock to common stock (in shares)	(27,652,449)
Conversion of convertible preferred stock to common stock	$ (162,444)
Convertible Preferred Stock, Balance - end of period (in shares) at Dec. 31, 2021	0
Convertible Preferred Stock, Balance - end of period at Dec. 31, 2021	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of convertible preferred stock to common stock (in shares)		28,091,267
Conversion of convertible preferred stock to common stock	162,444	$ 28	162,416
Issuance of common stock from initial public offering (in shares)		8,000,000
Issuance of common stock from initial public offering	145,105	$ 8	145,097
Exercised (in shares)		(1,970,110)		(56,262)
Exercise of employee stock options, net of shares withheld for taxes	5,273	$ 2	5,937	$ (666)
Vesting of restricted stock units (in shares)		2,514,210		976,733
Vesting of restricted stock units	(13,488)	$ 3	(3)	$ (13,488)
Stock-based compensation	26,443		26,443
Other comprehensive income (loss)	(184)				(184)
Net (loss) income	$ 10,995					10,995
Balance - end of period (in shares) at Dec. 31, 2021	56,701,394	58,015,075
Treasury stock, ending balance (in shares) at Dec. 31, 2021				(1,313,681)
Balance - end of period at Dec. 31, 2021	$ 256,775	$ 58	434,945	$ (16,504)	(4,474)	(157,250)
Convertible Preferred Stock, Balance - end of period (in shares) at Dec. 31, 2022	0
Convertible Preferred Stock, Balance - end of period at Dec. 31, 2022	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercised (in shares)	(639,084)	(827,319)		(95,138)
Exercise of employee stock options, net of shares withheld for taxes	$ 2,730	$ 1	4,154	$ (1,425)
Vesting of restricted stock units (in shares)		976,840		150,327
Vesting of restricted stock units	(1,047)	$ 1	(1)	$ (1,047)
Acquisition consideration (in shares)		355,786
Acquisition consideration	4,190		4,190
Shares repurchased under the share repurchase program (in shares)				(6,389,129)
Shares repurchased under the share repurchase program	(30,192)			$ (30,192)
Stock-based compensation	12,543		12,543
Other comprehensive income (loss)	(5,439)				(5,439)
Net (loss) income	(24,581)					(24,581)
Other	$ 2,807					2,807
Balance - end of period (in shares) at Dec. 31, 2022	52,226,745	60,175,020
Treasury stock, ending balance (in shares) at Dec. 31, 2022				(7,948,275)
Balance - end of period at Dec. 31, 2022	$ 217,786	$ 60	$ 455,831	$ (49,168)	$ (9,913)	$ (179,024)

Stock-based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation

Equity Incentive Plans

In July 2021, the Board and the Company’s stockholders approved the 2021 Long-Term Incentive Plan (the “2021 LTIP”), which became effective in connection with the closing of the Company’s IPO. The 2021 LTIP may be used to grant, among other award types, stock options and restricted stock units (“RSUs”). The number of shares of common stock reserved for future issuance under the 2021 Plan will also be increased pursuant to provisions for annual automatic evergreen increases. The Company’s previous awards issued under its 2007 Omnibus Securities and Incentive Plan, as amended and restated on January 21, 2009 (“2007 Plan”), remain subject to the 2007 Plan. As of December 31, 2022, approximately 5,942,000 and 356,000 and shares were available for grant under the 2021 LTIP and the 2007 Plan, respectively. The Company generally issues new shares for stock option exercises and vesting of restricted stock units.

The Company recognizes stock-based compensation for stock-based awards, including stock options, RSUs and stock appreciation rights (“SARs”) based on the estimated fair value of the awards. The Company estimates the fair value of its stock option awards on the grant date using the Black-Scholes option pricing model. The fair value of RSUs is the fair value of the Company’s common stock on the date of grant. The Company accounts for forfeitures as they occur.

The following table summarizes stock-based compensation expense recognized in the Company’s consolidated statements of operations for the periods presented:


	Year Ended December 31,
	2022		2021			2020
	(In thousands)
Research and development	$	2,355	$	3,959		$	810
Sales and marketing	4,938		8,656			2,071
General and administrative	4,367		13,692			707
Total stock-based compensation	$	11,660	$	26,307	(1)	$	3,588

Tax benefit related to stock-based compensation expense	$	1,560	$	4,482		$	98

__________________________

(1) Includes $16.5 million of stock-based compensation expense recorded during the three months ended September 30, 2021, in connection with the Company’s stock option awards, restricted stock awards, RSUs and SARs for which the service condition has been met and a performance condition was satisfied upon the Company’s IPO, which was a qualifying liquidity event. Stock-based compensation expense for unvested awards will be recognized over the remainder of the requisite service period.

During the years ended December 31, 2022, 2021 and 2020, approximately $0.9 million, $0.2 million and $0.2 million, respectively, of stock-based compensation expense was capitalized by the Company as part of capitalized software development costs within property, equipment and capitalized software, net.

Stock Options

The following table summarizes stock option activity for the year ended December 31, 2022:


	Stock Options
	Number of Shares	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value of Outstanding Options (In thousands)
Outstanding — December 31, 2021	3,482,900	$	8.11	4.87	$	20,513
Granted	—	$	—
Exercised	(639,084)	$	4.02
Forfeited/expired	(162,380)	$	8.28
Outstanding — December 31, 2022	2,681,436	$	9.08	4.49	$	—
Exercisable — December 31, 2022	2,191,342	$	8.64	3.75	$	—

The aggregate intrinsic value of options exercised in 2022 was $3.0 million. The tax benefit from 2022 stock option exercises was $0.1 million. As of December 31, 2022, total unrecognized stock-based compensation related to unvested stock options was $2.3 million, which is expected to be recognized over a weighted-average period of 2.0 years.

There were no stock options granted in 2022. The estimated grant-date fair value of all of the Company’s stock options granted in 2021 and 2020 was calculated using the Black-Scholes option pricing model, based on the following assumptions and inputs, each of which is subjective and generally requires significant judgment:


	Year Ended December 31,
	2021		2020
Grant date fair value	$5.95		$4.61
Expected term (in years)	6.03		6.02
Risk-free interest rate	1.29	%	0.52	%
Expected volatility	43	%	44	%
Dividend rate	0	%	0	%

Expected term. The expected term represents the period over which the Company’s option awards are expected to be outstanding, determined using the simplified method, based on the average of the time to the vest date and the contractual term.

Risk-Free Interest Rate. The risk-free interest rate is based on the U.S. Treasury yield curve on the date of grant for zero-coupon U.S. Treasury notes with maturities corresponding to the awards’ expected term.

Expected Volatility. Due to the Company’s short trading history, expected term is estimated using average historical stock volatilities of comparable actively traded public companies within its industry over a period equal to the awards’ expected term.

Dividend rate. The expected dividend rate was assumed to be zero as the Company has not paid and does not anticipate paying any dividends in the foreseeable future.

Fair value of common stock. For stock options granted subsequent to the Company’s IPO, fair value is based on the closing price of its common stock reported on Nasdaq on the date of grant. Prior to the Company’s IPO, because there was no public market for its common stock, the fair value was determined by its board of directors, with input from management and valuation reports performed by third-party valuation specialists.

Restricted Stock Units

The following table summarizes RSU activity for the year ended December 31, 2022:


	RSUs
	Number of Shares	Weighted- Average Grant Date Fair Value
Outstanding—December 31, 2021	1,848,142	$	11.61
Granted	2,230,666	$	8.98
Vested	(976,840)	$	10.84
Forfeited	(316,458)	$	11.09
Outstanding—December 31, 2022	2,785,510	$	9.87

All of the Company’s restricted stock awards and certain of the Company’s RSUs had a performance condition, which was met upon the Company’s IPO and the expense was recognized based on the requisite service period that has been met to date.

For restricted stock units granted subsequent to the Company’s IPO, the fair value is based on the closing price of its common stock reported on Nasdaq on the date of grant. Prior to the Company’s IPO, because there was no public market for its common stock, the fair value was determined by its board of directors, with input from management and valuation reports performed by third-party valuation specialists. The weighted-average grant-date fair value for restricted stock units granted in 2022, 2021 and 2020 was $8.98, $13.53 and $10.95, respectively. As of December 31, 2022, the unrecognized stock-based compensation cost related to unvested RSUs was $26.0 million, which is expected to be recognized over a weighted average period of 2.8 years.

Stock Appreciation Rights (SARs)

In 2014, the Company granted SARs with a contractual term of 10 years, to certain employees. These awards vest subject to performance conditions and can be cash or share settled, at the option of the employee. The Company’s SARs vested upon the Company’s IPO and are accounted for as liability awards, with remeasurement at the end of each reporting period until these awards are settled. As of December 31, 2022, 3,390 SAR awards were outstanding with a weighted average exercise price of $7.67, a weighted average remaining contractual term of 1.8 years and an aggregate intrinsic value of $0.

Stock-Based Awards Granted Outside of Equity Incentive Plans

Warrants

The Company issued equity classified warrants to purchase shares of common stock to certain third-party advisors, consultants and financial institutions, which expire between 2024 and 2026. The following table summarizes warrant activity outside of the Plan and related information:


	Warrants Outstanding
	Number of Shares	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value of Outstanding Warrants (In thousands)

Outstanding—December 31, 2021	376,470	$	7.57	3.37	$	2,420
Warrants exercised	(188,235)	7.57
Outstanding and exercisable—December 31, 2022	188,235	$	7.57	2.37	$	—

Employee Stock Purchase Plan

In July 2021, the Board and the Company’s stockholders approved a new 2021 Employee Stock Purchase Plan (the “ESPP”), which became effective in connection with the closing of the Company’s IPO. A total of approximately 1,830,000 shares of the Company’s common stock have been reserved for issuance under the ESPP, which is subject to annual automatic evergreen increases. As of December 31, 2022, no shares have been purchased under the ESPP as it is not yet active.

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 105,580	$ 455,397
Short-term investments in marketable securities	166,905	0
Accounts receivable, net of allowances	181,258	192,814
Prepaid expenses and other current assets	46,761	27,873
Total current assets	500,504	676,084
Non-current assets:
Long-term investments in marketable securities	78,761	0
Total property, equipment and capitalized software, net	39,890	28,008
Operating lease right-of-use assets, net	11,065	0
Intangible assets, net	24,574	5,719
Goodwill	63,063	32,881
Deferred tax assets	35,735	32,867
Other assets	27,556	20,331
TOTAL ASSETS	781,148	795,890
Current Liabilities:
Accounts payable	147,653	160,790
Accrued compensation and benefits	19,662	23,331
Accrued and other current liabilities	126,092	99,590
Deferred revenue	6,698	4,784
Total current liabilities	300,105	288,495
Non-current liabilities:
Long-term debt	236,000	236,000
Operating lease liabilities, non-current	8,445	0
Other liabilities	18,812	14,620
TOTAL LIABILITIES	563,362	539,115
Commitments and Contingencies (Note 9)
STOCKHOLDERS’ EQUITY:
Common stock, par value of $0.001 per share − 1,000,000,000 shares authorized, 60,175,020 shares issued and 52,226,745 shares outstanding as of December 31, 2022; 1,000,000,000 shares authorized, 58,015,075 share issued and 56,701,394 shares outstanding as of December 31, 2021.	60	58
Preferred stock, par value of $0.001 per share − 100,000,000 shares authorized, none issued and outstanding as of December 31, 2022 and December 31, 2021	0	0
Additional paid-in capital	455,831	434,945
Treasury stock, at cost − 7,948,275 shares as of December 31, 2022 and 1,313,681 shares as of December 31, 2021	(49,168)	(16,504)
Accumulated other comprehensive loss	(9,913)	(4,474)
Accumulated deficit	(179,024)	(157,250)
TOTAL STOCKHOLDERS’ EQUITY	217,786	256,775
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 781,148	$ 795,890

Net (Loss) Income Per Common Share - Antidilutive Shares (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from diluted net (loss) income per share	15,095,181	10,520,703	30,051,078
Convertible preferred stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from diluted net (loss) income per share	0	0	27,652,451
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from diluted net (loss) income per share	2,681,436	1,080,703	1,867,546
Convertible debt
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from diluted net (loss) income per share	9,440,000	9,440,000	0
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from diluted net (loss) income per share	188,235	0	297,299
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from diluted net (loss) income per share	2,785,510	0	233,782

Balance Sheet Components - Available for Sale Securities (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Within 1 year	$ 206,103
After 1 year through 2 years	78,761
Total fair value	$ 284,864

Organization, Description of Business and Summary of Significant Accounting Policies - Certain Risks and Concentrations (Details) - Revenue Benchmark - Customer Concentration Risk	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Customer A
Concentration Risk [Line Items]
Concentration risk, percentage	10.00%	12.00%
Customer B
Concentration Risk [Line Items]
Concentration risk, percentage		11.00%

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy:


	December 31, 2022
	Level I		Level II		Level III		Total
	(In thousands)
Financial Assets:
Cash equivalents and investments (1)	$	39,198	$	245,666	$	—	$	284,864
Restricted time deposit (2)	—		185		—		185
Severance pay fund deposits (2)	—		5,378		—		5,378
Foreign currency forward contract (3)	—		726		—		726
Total financial assets	$	39,198	$	251,955	$	—	$	291,153
Financial Liabilities:
Foreign currency forward contract (4)	—		1,463		—		1,463
Total financial liabilities	$	—	$	1,463	$	—	$	1,463


	December 31, 2021
	Level I		Level II		Level III		Total
	(In thousands)
Financial Assets:
Restricted time deposit (2)	$	—	$	195	$	—	$	195
Severance pay fund deposits (2)	—		6,086		—		6,086
Foreign currency forward contract (3)	—		741		—		741
Total financial assets	$	—	$	7,022	$	—	$	7,022

_____________________

(2)Recorded within other assets.

(3)Recorded within prepaid expenses and other current assets.

(4)Recorded within accrued and other current liabilities.

Summary of Carrying Value and Estimated Fair Value of Convertible Notes

The following table summarizes the carrying value and the estimated fair value of the Company’s Convertible Notes, based on Level II measurements of the fair value hierarchy:


	December 31, 2022				December 31, 2021
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
			(In thousands)
Convertible Notes	$	236,000	$	180,752	$	236,000	$	234,348

Goodwill and Intangible Assets - Goodwill Rollforward (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Goodwill [Roll Forward]
Goodwill, opening balance	$ 32,881	$ 32,881
Acquisition of vi	30,182	0
Goodwill, closing balance	$ 63,063	$ 32,881

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Leases - Lease, Cost (Details) $ in Thousands	12 Months Ended
Leases - Lease, Cost (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Leases [Abstract]
Fixed lease costs	$ 4,309
Variable lease costs	136
Short-term lease costs	564
Depreciation	2,962
Interest	259
Total lease cost	$ 8,230

Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Lease assets
Operating leases	$ 11,065	$ 0
Finance leases	$ 1,858
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Total property, equipment and capitalized software, net
Total lease assets	$ 12,923
Lease liabilities
Operating leases	$ 3,236	0
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accrued and other current liabilities
Finance leases	$ 1,758	$ 3,069
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accrued and other current liabilities	Accrued and other current liabilities
Operating lease liabilities, non-current	$ 8,445	$ 0
Finance leases	$ 254
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other liabilities
Total lease liabilities	$ 13,693

Stock-based Compensation - Employee Stock Purchase Plan (Details)	Jul. 31, 2021 shares
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares reserved for future issuance (in shares)	1,830,000

Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Statement of Comprehensive Income [Abstract]
Net (loss) income	$ (24,581)	$ 10,995	$ 4,357
Other comprehensive (loss) income:
Foreign currency translation adjustments	(3,870)	(184)	1,233
Change in unrealized losses on available-for-sale investments in debt securities (net of tax of $470 in 2022)	(1,569)	0	0
Total other comprehensive (loss) income	(5,439)	(184)	1,233
Comprehensive (loss) income	$ (30,020)	$ 10,811	$ 5,590

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

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+ Details

Balance Sheet Components - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Debt Securities, Available-for-Sale [Line Items]
Fair value of debt securities in an unrealized loss position	$ 232,100
Aggregate amount of unrealized losses	2,100
Estimated fair value of debt securities in an unrealized gain position	13,600
Capitalized software development costs	13,500	$ 10,500
Accumulated amortization of capitalized software development costs	47,800	38,200
Accumulated amortization	94,480	73,988
Depreciation	2,962
Computer Equipment And Software \| Finance Leases, Net
Debt Securities, Available-for-Sale [Line Items]
Property, equipment and capitalized software, net	1,900	4,900
Accumulated amortization	23,900	21,000
Depreciation	2,900	3,800	$ 3,700
Accounts Payable
Debt Securities, Available-for-Sale [Line Items]
Traffic acquisition costs in accounts payable	$ 136,800	$ 147,400

Organization, Consolidation and Presentation of Financial Statements - Recently Issued Accounting Pronouncements (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets, net	$ 11,065		$ 0
Lease liabilities	$ 11,681
Cumulative Effect, Period of Adoption, Adjustment \| Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets, net		$ 14,800
Lease liabilities		$ 15,200

Stockholders' Equity (Deficit)

12 Months Ended

Dec. 31, 2022

Stockholders' Equity Note [Abstract]

Stockholders' Equity

Stockholders’ Equity (Deficit)

In July 2021, the Company’s certificate of incorporation was amended and restated to provide the Company with the authority to issue up to 1.1 billion shares, comprised of 1.0 billion shares of $0.001 par value common stock and 0.1 billion shares of $0.001 par value preferred stock. Each holder of common stock is entitled to one vote with respect to each share of common stock and is entitled to dividends, if and when declared by the Company’s Board of Directors (the “Board”), subject to preferential rights of preferred stockholders.

Initial Public Offering

On July 22, 2021, the Company’s Form S-1, filed on June 29, 2021, as amended, was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) in connection with the Company’s IPO of the Company’s common stock and its common stock began trading on Nasdaq on July 23, 2021. On July 27, 2021, the Company closed its IPO and issued 8,000,000 shares of its common stock at an initial offering price of $20.00 per share, receiving aggregate net proceeds of $145.1 million, after deducting underwriting discounts, commissions and other offering costs.

Deferred offering costs of $3.7 million primarily consisted of accounting, legal and other transaction costs directly related to the IPO. Prior to the IPO, deferred offering costs were recorded within prepaid expenses and other current assets on the Company’s consolidated balance sheet. Upon the Company’s IPO, such costs were reclassified to additional paid-in capital within stockholders’ equity (deficit) and recorded against the proceeds of the offering.

Reverse Stock Split

In July 2021, the Company’s Board and stockholders approved a 1-for-1.7 reverse stock split of its common and convertible preferred stock. The reverse stock split became effective on July 13, 2021. The par value of the common stock was not adjusted as a result of the reverse stock split. In addition, adjustments corresponding to the reverse stock split were made to the ratio at which the convertible preferred stock converted into common stock immediately prior to the closing of the IPO, in accordance with existing terms of the convertible preferred stock. All share and per-share amounts for all periods presented in these audited consolidated financial statements and notes thereto reflect the effect of the reverse stock split.

Convertible Preferred Stock

Prior to the IPO, the Company issued Series A-H convertible preferred stock. In connection with the IPO, all of the shares of the Company’s convertible preferred stock outstanding automatically converted into an aggregate of 28,091,267 shares of the Company’s common stock, with all series converted on a one-to-one basis, with the exception of Series F, which was converted at 1.14-to-1, based on the terms of the Series F agreement and the IPO price. The total carrying value of convertible preferred stock of $162.4 million was reclassified to stockholders’ equity (deficit). As of December 31, 2022 and 2021, there were no shares of convertible preferred stock issued and outstanding.

Share Repurchases

On February 28, 2022, the Company’s Board of Directors (the “Board”) approved a share repurchase program under which the Company was authorized to purchase up to $30 million of the Company's common stock, par value $0.001 per share, with no requirement to purchase any minimum number of shares. During 2022, the Company repurchased 6,389,129 shares with a fair value of $30.2 million, including commissions, under its repurchase program and there was no remaining availability under this share repurchase program as of December 31, 2022.

On December 14, 2022, the Company’s Board approved a new share repurchase program, authorizing the Company to repurchase up to $30 million of its common stock, par value $0.001 per share, with no requirement to purchase any minimum number of shares. The manner, timing, and actual number of shares repurchased under the program will depend on a variety of factors, including price, general business and market conditions, and other investment opportunities. Shares may be repurchased through privately negotiated transactions or open market purchases, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act. The repurchase program may be commenced, suspended or terminated at any time by the Company at its discretion without prior notice. Repurchases under the Company’s new $30 million share repurchase program will commence in 2023.

In addition, the Company may periodically withhold shares to satisfy employee tax withholding obligations arising in connection with the vesting of restricted stock units and exercise of options and warrants in accordance with the terms of the Company’s equity incentive plans and the underlying award agreements. During 2022, 2021 and 2020, the Company withheld 245,465 shares, 1,032,995 shares and 27,769 shares, respectively, with a fair value of $2.5 million, $14.2 million and $0.3 million, respectively, to satisfy the minimum employee tax withholding obligations.

Accumulated Other Comprehensive (Loss) Income

The following table details the changes in accumulated other compressive (loss) income (“AOCI”), net of tax:


	Foreign currency translation (loss) income		Unrealized losses on marketable securities		Total accumulated other comprehensive (loss) income
Balance–January 1, 2020	$	(5,523)	$	—	$	(5,523)
Other comprehensive income, net of tax	1,233		—		1,233
Balance–December 31, 2020	(4,290)		—		(4,290)
Other comprehensive loss, net of tax	(184)		—		(184)
Balance–December 31, 2021	(4,474)		—		(4,474)
Other comprehensive loss, net of tax	(3,870)		(1,569)		(5,439)
Balance–December 31, 2022	$	(8,344)	$	(1,569)	$	(9,913)

There were no amounts reclassified from AOCI to earnings during any of the periods presented.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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+ Details

Organization, Description of Business and Summary of Significant Accounting Policies - Goodwill (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Goodwill impairment charges	$ 0	$ 0	$ 0

Balance Sheet Components - Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accrued traffic acquisition costs	$ 73,396	$ 60,274
Accrued tax liabilities	15,013	9,240
Accrued agency commissions	13,451	10,639
Accrued professional fees	4,915	6,569
Operating leases	3,236	0
Interest payable	3,074	3,094
Finance leases	1,758	3,069
Other	11,249	6,705
Total accrued and other current liabilities	$ 126,092	$ 99,590
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Total accrued and other current liabilities	Total accrued and other current liabilities

Stock-based Compensation - RSU Award Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Weighted- Average Grant Date Fair Value
Options outstanding, weighted-average remaining contractual term (years)	4 years 5 months 26 days	4 years 10 months 13 days
Options outstanding. aggregate intrinsic value of outstanding options	$ 0	$ 20,513
RSUs
Number of Shares
Outstanding - beginning of period (in shares)	1,848,142
Granted (in shares)	2,230,666
Vested (in shares)	(976,840)
Forfeited (in shares)	(316,458)
Outstanding - end of period (in shares)	2,785,510	1,848,142
Weighted- Average Grant Date Fair Value
Outstanding - beginning of period (in usd per share)	$ 11.61
Granted (in usd per share)	8.98	$ 13.53	$ 10.95
Vested (in usd per share)	10.84
Forfeited (in usd per share)	11.09
Outstanding - end of period (in usd per share)	$ 9.87	$ 11.61

Stock-based Compensation - Equity Incentive Plans, Narrative (Details)	Dec. 31, 2022 shares
2021 LTIP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares)	5,942,000,000
2007 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares)	356,000

Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Statement of Comprehensive Income [Abstract]
Change in unrealized losses on available-for-sale investments in debt securities (net of tax of $470 in 2022)	$ 470

Segment and Geographic Information - Narrative (Details)	12 Months Ended
	Dec. 31, 2022 segment
Segment Reporting [Abstract]
Number of operating segment	1
Number of reportable segment	1

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common stock, par value (in usd per share)	$ 0.001	$ 0.001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	60,175,020	58,015,075
Common stock, shares outstanding	52,226,745	56,701,394
Preferred stock, par value (in usd per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Treasury stock, shares	7,948,275	1,313,681

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$ (24,581)	$ 10,995	$ 4,357
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization of property and equipment	11,125	7,499	6,638
Amortization of capitalized software development costs	9,540	8,441	7,545
Amortization of intangible assets	6,254	3,530	4,326
Stock-based compensation	11,660	26,307	3,588
Charges related to exchange of senior notes upon IPO	0	42,049	0
Non-cash operating lease expense	4,309	0	0
Provision for credit losses	3,291	2,647	2,621
Deferred income taxes	(3,853)	(31,810)	(2,256)
Other	(644)	3,433	(2,466)
Changes in operating assets and liabilities:
Accounts receivable	5,283	(31,496)	(24,124)
Prepaid expenses and other current assets	(20,394)	(9,975)	(3,729)
Accounts payable and other current liabilities	7,965	36,106	55,538
Operating lease liabilities	(4,246)	0	0
Deferred revenue	2,184	(667)	2,159
Other non-current assets and liabilities	(4,080)	(10,297)	(1,211)
Net cash provided by operating activities	3,813	56,762	52,986
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of business, net of cash acquired	(45,151)	0	0
Purchases of property and equipment	(13,375)	(9,743)	(1,511)
Capitalized software development costs	(12,569)	(10,311)	(8,990)
Purchases of marketable securities	(262,171)	0	0
Proceeds from maturities of marketable securities	15,500	0	0
Proceeds from sale of assets	0	0	1,117
Other	(132)	(47)	(39)
Net cash used in investing activities	(317,898)	(20,101)	(9,423)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from IPO issuance of common stock, net of underwriting costs	0	148,800	0
Payment of initial public offering transaction costs	0	(3,695)	0
Proceeds from issuance of debt	0	200,000	0
Payment of deferred financing costs	0	(6,656)	0
Proceeds from borrowings on revolving credit facility	0	0	10,000
Principal repayments on revolving credit facility	0	0	(10,000)
Proceeds from exercise of common stock options and warrants	4,155	5,939	825
Treasury stock repurchases and share withholdings on vested awards	(32,664)	(14,154)	(280)
Principal payments on finance lease obligations	(3,190)	(4,340)	(4,773)
Net cash (used in) provided by financing activities	(31,699)	325,894	(4,228)
Effect of exchange rate changes	(4,043)	(1,030)	4,750
Net (decrease) increase in cash, cash equivalents and restricted cash	(349,827)	361,525	44,085
Cash, cash equivalents and restricted cash — Beginning	455,592	94,067	49,982
Cash, cash equivalents and restricted cash — Ending	105,765	455,592	94,067
RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH TO THE CONSOLIDATED BALANCE SHEETS
Cash and cash equivalents	105,580	455,397	93,641
Restricted cash, included in other assets	185	195	426
Total cash, cash equivalents, and restricted cash	105,765	455,592	94,067
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for income taxes, net of refunds	6,887	6,742	2,639
Cash paid for interest	7,463	587	760
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
Stock consideration issued for acquisition of a business	4,190	0	0
Purchases of property and equipment included in accounts payable	2,723	15	135
Acquisition consideration payable	1,476	0	0
Stock-based compensation capitalized for software development costs	883	195	212
Property and equipment financed under capital obligation arrangements	0	1,837	4,834
Conversion of preferred stock to common stock	0	162,444	0
Unpaid deferred financing costs in accounts payable and accrued expenses	$ 0	$ 28	$ 0

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2022
Audit Information [Abstract]
Auditor Name	KPMG LLP
Auditor Location	New York, New York
Auditor Firm ID	185

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsOn March 10, 2023, the Company learned that Silicon Valley Bank (“SVB”) had been closed by the California regulators and the Federal Deposit Insurance Corporation (“FDIC”) had been appointed as receiver. On March 12, 2023, the Department of the Treasury, Federal Reserve and FDIC approved actions enabling the FDIC to complete its resolution of SVB in a manner that fully protects all depositors, and the Company has regained full access to the funds held by SVB. As a result of the closure of SVB, the Company’s ability to collect payments from its customers through its operating accounts maintained at SVB has been impacted and may continue to be impacted. The Company is in the process of establishing an alternate operating account to which its customers can remit payments. The Company also has a revolving credit facility with SVB, which has not been drawn and it does not foresee any near-term needs to draw upon this facility. SVB is also the counterparty to the Company’s forward foreign currency hedge contracts.

Leases - Future Minimum Lease Payments (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Operating Leases
2022	$ 4,214
2023	3,128
2024	2,768
2025	2,630
2026	1,399
Thereafter	929
Total minimum payments required	15,068
Capital Leases
2022	3,329
2023	1,741
2024	257
2025	0
2026	0
Thereafter	0
Total minimum payments required	$ 5,327

Organization, Description of Business and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying audited consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). The accompanying audited consolidated financial statements include the accounts of Outbrain Inc. and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of audited consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and related disclosures as of the date of the audited consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates and judgments are based on historical information and on various other assumptions that the Company believes are reasonable under the circumstances. Estimates and assumptions made in the accompanying audited consolidated financial statements include, but are not limited to, the allowance for credit losses, sales allowance, software development costs eligible for capitalization, valuation of deferred tax assets, the useful lives of property and equipment, the useful lives and fair value of intangible assets, valuation of goodwill, the fair value of stock-based awards, and the recognition and measurement of income tax uncertainties and other contingencies. Actual results could differ materially from these estimates.
Reclassifications	Reclassifications Certain reclassifications have been made to the prior periods’ financial information in order to conform to the current period’s presentation.
Cash and Cash Equivalents, and Investments	Cash and Cash Equivalents and Investments The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist of cash on hand and highly liquid investments in money market funds, U.S. government bonds and commercial paper. The Company’s investments in debt securities are classified as available-for-sale and are recorded at fair value. The Company classifies its investments in debt securities as short-term or long-term, based on each security’s maturity date. Unrealized gains and losses on available-for-sale securities are recognized in other comprehensive (loss) income (“OCI”), net of taxes. Although the Company does not have intent to sell its debt investments, the Company may sell them prior to their maturities for a variety of reasons, including portfolio diversification, credit quality, yields, and liquidity requirements. Any realized gains and losses on the sale of investments are determined based on a specific identification method and recorded within interest income and other (expense) income, net in the Company’s consolidated statements of operations. Restricted Cash Restricted cash represents security deposits for facility leases and is included in other assets in the accompanying consolidated balance sheets.
Accounts Receivable	Accounts Receivable and Allowance for Credit LossesAccounts receivable are recorded at invoiced amounts, net of allowances for credit losses, if applicable, and are unsecured and do not bear interest. Accounts receivable also includes earned and billable amounts not yet invoiced as of the end of the reporting period.
Allowance for Credit Losses	The allowance for credit losses is based on the best estimate of the amount of probable credit losses in accounts receivable. The allowance for credit losses is determined based on historical collection experience, reasonable and supportable forecasted information, and any applicable market conditions. The allowance for credit losses also takes into consideration the Company’s current customer information, collection history, and other relevant data. The Company reviews the allowance for credit losses on a quarterly basis. Account balances are written off against the allowance when it is deemed probable that the receivable will not be recovered. If circumstances change, such as higher-than-expected defaults or an unexpected material adverse change in a major customer’s ability to meet its financial obligations, the Company’s estimate of amounts collectible could be reduced by a material amount.
Certain Risks and Concentrations	Certain Risks and Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, restricted cash and accounts receivable. The Company’s cash and cash equivalents and restricted cash are generally invested in high-credit quality financial instruments with both banks and financial institutions to reduce the amount of exposure to any single financial institution. The Company generally does not require collateral to secure accounts receivable.
Property, equipment and capitalized software, net	Property, equipment and capitalized software, net Property and equipment, including leasehold improvements, is stated at cost, less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Depreciation on property and equipment, excluding leasehold improvements, is three to five years. Leasehold improvements are amortized on a straight-line basis over the shorter of the estimated useful lives of the assets or the remaining lease term. Amortization on leasehold improvements ranges from one to eight years. The Company capitalizes qualifying development costs associated with software that is developed or obtained for internal use, provided that management with the relevant authority authorizes and commits to the funding of the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalized costs, including costs incurred for enhancements that are expected to result in additional significant functionality are capitalized and amortized on a straight-line basis over the estimated useful life, which approximates three years. Costs related to preliminary project activities and post-implementation operation activities, including training and maintenance, are expensed as incurred.
Intangible assets, net	Intangible assets, net Intangible assets primarily consist of developed technology, media owner and customer relationships and trade names, resulting from the Company’s acquisitions. Intangible assets are carried at cost, less accumulated amortization, unless a determination has been made that their value has been impaired. Intangible assets are amortized on a straight-line basis over their estimated useful lives. Amortization expense in the accompanying consolidated statements of operations is included as a component of other cost of revenue for developed technology assets and sales and marketing expense for customer and media owner relationships and tradenames.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets Long-lived assets consist of the Company’s property, equipment, capitalized software development costs and other assets, including identifiable intangible assets with finite lives. The Company’s long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable or that the useful life is shorter than originally estimated. Recoverability of these assets is first assessed by comparison of the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate over their remaining lives. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. If the useful life is shorter than originally estimated, the Company amortizes the remaining carrying value over the new shorter useful life.
Goodwill	Goodwill Goodwill represents the excess of the purchase price of an acquired entity over the fair value of intangible assets acquired and liabilities assumed in a business combination. Goodwill is not amortized but instead evaluated for impairment. The Company performs its annual impairment test of goodwill during the fourth quarter of each fiscal year or whenever events or circumstances change that would indicate that goodwill may not be recoverable. In conducting the impairment test, the Company can opt to perform a qualitative assessment to test goodwill for impairment or can directly perform the two-step impairment test described below. If the Company performs a qualitative assessment and it is determined that the fair value of a reporting unit is more likely than not to be less than its carrying amount, a quantitative impairment test is performed. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to that unit, goodwill is not impaired. If the carrying value of the reporting unit exceeds its fair value, an impairment charge is recorded for the difference. Based on the Company’s qualitative assessment performed during the fourth quarter of fiscal years 2022, 2021 and 2020, the Company concluded that it was more-likely-than-not that the estimated fair value of the Company’s single reporting unit exceeded its carrying value. Accordingly, no goodwill impairment charges were recognized for the years ended December 31, 2022, 2021 and 2020.
Revenue Recognition	Revenue Recognition The Company recognizes revenues when it transfers control of promised services directly to its customers, in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those services. The Company recognizes revenue pursuant to the five-step framework contained in ASC 606: (i) identify the contract with a client; (ii) identify the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) determine the transaction price, including the constraint on variable consideration; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue as the Company satisfies the performance obligations. The Company generates revenue primarily from advertisers through user engagement with the ads that it places on media partners’ web pages and mobile applications. The Company’s platform delivers ads to end-users that appear as links to articles and videos on media owners’ sites. The Company’s customers include brands, performance marketers and other advertisers, which are collectively referred to as its advertisers, each of which contract for use of its services primarily through insertion orders or through self-service tools, allowing advertisers to establish budgets for their advertising campaigns. Advertising campaigns are primarily billed on a monthly basis. The Company’s payment terms generally range from 30 to 60 days. For advertising campaigns priced on a cost-per-click basis, the Company bills its advertisers and recognizes revenue when a user clicks on an advertisement it delivers. For campaigns priced on a cost-per-impression basis, the Company bills its advertisers and recognizes revenue based on the number of times an advertisement is displayed to a user. Variable consideration, including allowances, discounts, refunds, credits, incentives, or other price concessions, is estimated and recorded at the time that related revenue is recognized. Advance payments from advertisers for future services represent contract liabilities and are recorded as deferred revenue in the Company’s consolidated balance sheets. The determination of whether revenue should be reported on a gross or a net basis involves judgement. In general, the Company acts as a principal on behalf of its advertisers and revenue is recognized gross of any costs that it remits to the media partners. In these cases, the Company determined that it controls the advertising inventory before it is transferred to its advertisers. The Company’s control is evidenced by its ability to monetize the advertising inventory before it is transferred to its advertisers. For those revenue arrangements where the Company does not control the advertising inventory before it is transferred to its advertisers, the Company is the agent and recognizes revenue on a net basis. The Company recognizes revenue net of applicable sales taxes. Contract Balances. There were no contract assets as of December 31, 2022 or December 31, 2021. Contract liabilities primarily relate to advance payments and consideration received from customers. As of December 31, 2022 and December 31, 2021, the Company’s contract liabilities were recorded as deferred revenue in its consolidated balance sheets.
Cost of Revenue	Cost of Revenue Traffic Acquisition Costs. Traffic acquisition costs consist of amounts the Company owes to media owners when users engage with promoted recommendations on media owners’ properties. The Company incurs costs with media owners in the period in which the click-throughs occur or in some circumstances based on a guaranteed minimum rate of payment from the Company in exchange for guaranteed placement of the Company’s promoted recommendations on specified portions of the media owners online properties. These guaranteed rates are typically provided per thousand qualified page views, whereby the Company’s minimum monthly payment to the media owner may fluctuate based on how many qualified page views the media owner generates, subject to a maximum guarantee. Traffic acquisition costs also include amounts payable to programmatic supply partners. In some instances, the Company may make upfront payments to media owners in connection with long-term contracts. The Company capitalizes these advance payments under these agreements if specific capitalization criteria have been met. The capitalization criteria includes the existence of future economic benefits to the Company, the existence of legally enforceable recoverability language (e.g., early termination clauses), management’s ability and intent to enforce the recoverability language and the ability to generate future earnings from the agreement in excess of amounts deferred. Capitalized amounts are amortized as traffic acquisition costs over the shorter of the period of contractual recoverability or the corresponding period of economic benefit. Amounts not yet paid are accrued systematically based on the Company’s estimate of user engagement. Other Cost of Revenue. Cost of revenue also includes costs related to the management of the Company’s data centers, hosting fees, data connectivity costs and depreciation and amortization. Cost of revenue also includes the amortization of capitalized software that is developed or obtained for internal use associated with the Company’s revenue-generating technologies. Additionally, other cost of revenue includes amortization of intangible assets related to developed technology acquired by the Company and used in its revenue-generating efforts.
Research and Development	Research and Development The Company incurs research and development expenses primarily relating to the development and enhancement of its content discovery platform. These expenses consist primarily of personnel and the related overhead costs and amortization of capitalized software for non-revenue generating infrastructure. Research and development expenses are expensed as incurred, except for internal-use software development costs that qualify for capitalization.
Advertising and Promotional Costs	Advertising and Promotional Costs Advertising and promotional costs are included in sales and marketing expenses as incurred in the accompanying consolidated statements of operations.
Segment Information	Segment Information The Company has one operating and reporting segment. The Company’s chief operating decision maker is its Co-Chief Executive Officer who makes resource allocation decisions and assesses performance based on financial information presented on a consolidated basis.
Stock-based Compensation and Severance Pay Asset and Liability	Stock-based Compensation The Company recognizes stock-based compensation for stock-based awards, including stock options, restricted stock units (“RSUs”) and stock appreciation rights (“SARs”) based on the estimated fair value of the awards. The fair value of the Company’s RSUs is the fair value of the Company’s common stock on the date of grant. The Company estimates the fair value of its stock option awards on the grant date using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires the use of judgments and assumptions, including the option’s expected term and the price volatility of the underlying stock. The Company accounts for forfeitures as they occur. Certain of the Company’s stock option awards, RSUs and SARs had a service condition and a performance condition, satisfied upon the Company’s IPO, which was a qualifying liquidity event. Accordingly, the Company recognized stock-based compensation expense upon its IPO to the extent the related service condition was met. Stock-based compensation expense for unvested stock option and RSU awards, and other awards that vest subject to the satisfaction of service conditions is being recognized on a straight-line basis over the requisite service period. Severance Pay Asset and Liability The Company records a severance pay asset and liability on its consolidated balance sheets related to certain of its employees located in Israel. The liability for severance pay is calculated pursuant to Israeli severance pay law based on the most recent salary for the employees multiplied by the number of years of employment, as of the respective balance sheet date. Eligible employees are entitled to one month salary for each year of employment or a portion thereof. The Company’s liability at each respective balance sheet date for its eligible Israeli employees is fully accrued in other liabilities in the accompanying consolidated balance sheets. The Company funds this obligation through monthly deposits to the employee’s pension and management insurance policies. The carrying value of these policies is recorded as a severance fund asset in other assets in the accompanying consolidated balance sheets. The deposited funds may be withdrawn only upon the fulfillment of the Company’s obligation pursuant to Israeli severance pay law. The carrying value of its deposited funds is based on the cash surrender value of these policies and includes profits accumulated through the respective balance sheet date.
Foreign Currency	Foreign Currency The Company transacts business in various foreign currencies. In general, the functional currency of its foreign subsidiaries is the currency of the local country. Accordingly, revenues and expenses of operations outside the United States (“U.S.”) are generally translated into U.S. dollars using weighted-average exchange rates, while assets and liabilities are translated into U.S. dollars using exchange rates in effect at the balance sheet date with the resulting translation adjustments recorded as a component of accumulated other comprehensive income (loss) within the statements of convertible preferred stock and stockholders’ equity (deficit). Foreign currency transaction gains and losses resulting from remeasurement of transactions denominated in a currency other than the functional currency are recognized in the consolidated statements of operations.
Derivative Financial Instruments	Derivative Financial Instruments The Company is exposed to certain risks relating to its ongoing business operations, including but not limited to, fluctuations in foreign currency exchange rates. The Company enters into foreign currency forward exchange contracts to manage its foreign currency exchange risk by reducing the effects of fluctuations in foreign currency exchange rates on its net cash flows. These derivative contracts are not designated as accounting hedges. Accordingly, the Company recognizes gains and losses resulting from a change in fair value for these derivatives in the period in which the change occurs. The Company classifies cash flows from these contracts as operating activities in its consolidated statements of cash flows. The notional amount of the Company’s outstanding derivative instruments was $44.9 million and $33.5 million as of December 31, 2022 and 2021, respectively. See Note 14 for additional information.
Defined Contribution Plans	Defined Contribution PlansThe Company contributes to defined contribution savings plans covering eligible employees of the Company. Participants of the plans may defer annual pre-tax compensation, subject to statutory and plan limitations. In addition, a certain percentage of an employee’s contributions are matched by the Company and vest over a specified period of time, subject to certain statutory and plan limitations.
Income Taxes	Income Taxes The Company accounts for income taxes using an asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred income tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets and liabilities are expected to be realized or settled. The Company regularly assesses the likelihood that its deferred income tax assets will be realized. To the extent that the Company believes any amounts are not more likely than not to be realized, a valuation allowance is recorded to reduce the deferred income tax assets. The Company’s deferred tax assets were $35.7 million and $32.9 million as of December 31, 2022 and 2021, respectively. The Company’s deferred tax liabilities were $5.3 million and $1.7 million as of December 31, 2022 and 2021, respectively, and are included within other liabilities in the consolidated balance sheets. The Company regularly assesses the need for the valuation allowance on its deferred tax assets, and to the extent that it determines that an adjustment is needed, such adjustment will be recorded in the period that the determination is made. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company recognizes interest and penalties related to income tax matters as income tax expense.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements Leases In February 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842),” which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). This comprehensive new standard amends and supersedes existing lease accounting guidance and is intended to increase transparency and comparability by recognizing right-of-use (“ROU”) lease assets and lease liabilities on the balance sheet and requiring disclosure of key information about leasing arrangements. In July 2018, this guidance was amended to allow companies to use the beginning of the period in which this standard is adopted as the date of initial application. The Company adopted ASU 2016-02 on January 1, 2022 using the transition election allowing it not to restate prior periods. As such, results for reporting periods beginning on January 1, 2022 are presented under Accounts Standards Codification (“ASC”) 842, while prior period amounts continue to be reported in accordance with the Company’s historical accounting treatment under ASC 840, “Leases.” The Company elected the package of practical expedients permitted under the transition guidance, which allows it not to reassess its prior conclusions about lease identification, lease classification and initial direct costs. In addition, the Company elected not to separate the lease and non-lease components for its real estate leases and not to recognize lease assets and liabilities for operating leases with initial terms of 12 months or less. The Company did not elect the “hindsight” practical expedient. The Company uses its incremental borrowing rate to determine the present value of lease payments, as the Company’s leases do not have a readily determinable implicit discount rate. The incremental borrowing rate is the rate of interest the Company would have to pay to borrow on a collateralized basis over a similar term and amount in a similar economic environment. Upon adoption, the Company recognized operating right-of-use assets of $14.8 million and operating lease liabilities of $15.2 million in its consolidated balance sheet as of January 1, 2022. In addition, the Company reclassified deferred rent and lease incentives as a component of operating right-of-use assets. The adoption of the new lease standard did not have a material impact on the Company’s results of operations or cash flows and there was no cumulative-effect adjustment to the opening balance of retained earnings. Credit Losses In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326),” which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss model which requires consideration of forward-looking information to calculate credit loss estimates. These changes result in an earlier recognition of credit losses. The Company's financial assets held at amortized cost include accounts receivable. The amendments in ASU 2020-05, “Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842) Effective Dates for Certain Entities,” deferred the effective date for Topic 326 to fiscal years beginning after December 15, 2022. The Company early adopted ASU 2016-13 as of January 1, 2022, using the adoption method based on the aging schedules of accounts receivable. The adoption of this standard did not have a material impact on the Company’s audited consolidated financial statements.
Lessee, Leases	Leases The Company leases certain equipment and computers under finance lease arrangements, as well as office facilities and managed data center facilities under non-cancelable operating lease arrangements for its U.S. and international locations that expire on various dates through 2033. These arrangements require the Company to pay certain operating expenses, such as taxes, repairs and insurance and contain renewal and escalation clauses. The Company’s options to extend or terminate a lease are not included in the lease terms, unless the Company is reasonably certain it will exercise that option. The Company’s leases generally do not contain any material restrictive covenants. The Company’s minimum lease payments include fixed payments for non-lease components included in the lease agreement, but exclude variable lease payments that are not dependent on an index or rate, such as common area maintenance, operating expenses, utilities, or other costs that are subject to fluctuations from period to period. Non-lease components that are variable in nature are recorded as variable lease expenses in the period incurred.
Fair Value Measurement	The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company’s financial instruments include restricted time deposits, severance pay fund deposits and foreign currency forward contracts. The Company determines the fair value of its financial instruments based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the Company uses the fair value hierarchy described below to distinguish between observable and unobservable inputs: Level I — Valuations based on quoted prices in active markets for identical assets and liabilities at the measurement date; Level II — Valuations based on quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be principally corroborated by observable market data for substantially the full term of the related assets or liabilities; and Level III — Valuations based on unobservable inputs that are significant to the measurement of the fair value of the assets or liabilities that are supported by little or no market data.

Leases - Supplemental Cash Flow Information (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Leases [Abstract]
Operating cash outflows from operating leases	$ 4,246
Cash flows from finance leases	3,190
New operating lease assets obtained in exchange for new lease obligations	$ 1,247

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

The components of (loss) income before income taxes and the income tax provision (benefit) are as follows:


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
United States	$	(11,707)	$	(38,175)	$	(8,213)
Foreign	(6,866)		23,640		15,863
(Loss) income before provision for income taxes	$	(18,573)	$	(14,535)	$	7,650


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
Current provisions for income taxes:
Federal	$	—	$	—	$	—
State	744		541		81
Foreign	9,117		5,739		5,468
Total current provision for income taxes	9,861		6,280		5,549
Deferred tax benefit:
Federal	(792)		(25,787)		226
State	(1,153)		(5,558)		46
Foreign	(1,908)		(465)		(2,528)
Total deferred tax benefit	(3,853)		(31,810)		(2,256)
Provision (benefit) for income taxes	$	6,008	$	(25,530)	$	3,293

The reconciliation of the statutory federal income tax and the Company’s effective income tax is as follows:


	Year Ended December 31,
	2022		2021		2020
Tax at statutory federal rate	21.0	%	21.0	%	21.0	%
State tax—net of federal benefit	1.7	%	1.9	%	(3.9)	%
Foreign withholding taxes	(2.0)	%	(2.9)	%	25.4	%
Foreign rate differential (1)	(11.8)	%	3.2	%	(9.6)	%
Stock compensation and other permanent items	(5.1)	%	(24.9)	%	10.0	%
Tax rate change	(0.1)	%	(4.4)	%	(3.4)	%
Uncertain tax positions	(22.0)	%	(18.9)	%	(11.2)	%
Change in valuation allowance	(13.6)	%	209.4	%	(32.0)	%
GILTI Inclusion—US	—	%	(19.3)	%	59.4	%
Foreign tax credit carryforwards	—	%	4.9	%	(5.9)	%
Capital loss carryforwards	—	%	—	%	(19.9)	%
Return to provision adjustments	(0.4)	%	5.4	%	11.8	%
Other	—	%	0.2	%	1.3	%
Effective tax rate	(32.3)	%	175.6	%	43.0	%

(1) Primarily relates to higher tax rates relating to certain of the Company’s European operations.

Deferred taxes are the result of temporary differences between the bases of assets and liabilities for financial reporting and income tax purposes. Deferred tax assets and liabilities at December 31, 2022 and 2021 were comprised of the following:


	December 31,
	2022		2021
	(In thousands)
Deferred tax assets:
Net operating loss carryforwards	$	15,005	$	21,498
Foreign tax credit carryforwards	1,048		1,797
Capital loss carryforwards	3,398		3,388
Stock-based compensation	1,110		396
Accruals, reserves, and other	6,276		6,458
Senior notes interest & deferred financing fees	10,033		10,275
Capitalization of research and development costs	13,946		—
Allowance for credit losses	1,409		1,017
Gross deferred tax assets	52,225		44,829
Valuation allowance	(15,629)		(10,731)
Total deferred tax assets	36,596		34,098
Deferred tax liabilities:
Intangible assets and capitalized software	(6,181)		(2,859)
Total deferred tax liabilities	(6,181)		(2,859)
Net deferred tax assets	$	30,415	$	31,239

The Company regularly assesses the need for the valuation allowance on its deferred tax assets, and to the extent that it determines that an adjustment is needed, such adjustment will be recorded in the period that the determination is made.

During the fourth quarter of 2021, the Company reassessed the need for a valuation allowance, considering, among other things, its cumulative pre-tax book income, excluding one-time expenses, in the three-year period ended December 31, 2021, its projected future taxable income, and the scheduled reversals of its deferred tax liabilities. After weighing all of the evidence, the Company determined that the positive evidence in favor of releasing a portion of the valuation allowance outweighed the negative evidence against releasing the allowance on certain U.S. deferred tax assets, and concluded that it is more likely than not that the majority of the U.S. deferred tax assets will be realized. As a result, during the fourth quarter of 2021, the Company released $31.8 million of its U.S. valuation allowance.

During 2022, after weighing all of the evidence, the Company determined that the positive evidence, particularly the evidence that was objectively verifiable, continued to outweigh the negative evidence. However, upon evaluating its forecasted state taxable income, the Company increased its valuation allowance against state net operating loss carryforwards by $2.8 million at December 31, 2022. As of each reporting date, the Company will continue to consider existing evidence, both positive and negative, that could impact its view with regard to future realization of deferred tax assets. It is possible that the valuation allowance could change in the next 12 months.

Recognition of deferred tax assets is appropriate when realization of these assets is more likely than not. Based upon the weight of available evidence, which includes the Company’s historical operating performance and the recorded cumulative net losses in prior fiscal periods, the Company recorded a valuation allowance of $15.6 million and $10.7 million against certain deferred tax assets as of December 31, 2022 and December 31, 2021, respectively. The net valuation allowance increased by $4.9 million and decreased by $30.5 million for the years ended December 31, 2022 and 2021, respectively.

As of December 31, 2022 and 2021, the Company had U.S. federal net operating loss carryforwards of $13.2 million and $56.6 million, respectively. The federal net operating loss carryforwards will expire at various amounts beginning in the year ending December 31, 2032, if not utilized. As of December 31, 2022 and 2021, the Company had state net operating loss carryforwards of $117.5 million and $120.5 million, respectively. State net operating losses will expire at various amounts beginning in the year ending December 31, 2025, if not utilized. As of December 31, 2022, the Company had Swiss net operating loss carryforwards of $14.4 million, which will expire in various amounts beginning in tax year 2023, if not utilized. As of December 31, 2022 and 2021, the Company had U.K. foreign tax credits of $1.0 million and $1.8 million, respectively, which can be carried forward indefinitely.

Utilization of the net operating losses may be subject to an annual limitation provided for in the Code under Section 382 and similar state codes. As of December 31, 2022, $2.9 million of federal net operating losses are currently limited from use under such provisions and any annual limitation could result in the expiration of net operating loss carryforwards before utilization.

While the Company has recognized the U.S. federal tax impact on a portion of the undistributed earnings of its foreign subsidiaries under the Tax Cuts and Jobs Act, enacted in 2017 (“Tax Act”), its policy with respect to foreign earnings remains unchanged and the Company considers them to be indefinitely reinvested. Upon distribution of those earnings in the form of a dividend or otherwise, the Company could be subject to taxes, including withholding taxes payable to various foreign countries, for which a deferred tax liability is not currently recognized.

On August 16, 2022, the U.S. enacted the Inflation Reduction Act of 2022, which among other things implements a 15% minimum tax on adjusted financial statement income of certain large corporations and a 1% excise tax on net stock repurchases. Based on the Company’s current analysis of the provisions, this legislation is not expected to have a material impact on its audited consolidated financial statements, based on the Company’s current share repurchase program.

In addition, a provision enacted as part of the 2017 Tax Cuts & Jobs Act requires companies to capitalize certain research and experimental expenditures for tax purposes in tax years beginning after December 31, 2021. As a result, the Company’s net operating loss utilization has increased in 2022 as compared to prior years.

Unrecognized Tax Benefits

The activity related to the gross amount of unrecognized tax benefits is as follows:


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
Beginning balance	$	3,272	$	1,232	$	2,087
Decreases due to tax settlements	(464)		(616)		(1,172)
Decreases due to expirations of statutes of limitations	(93)		(112)		(71)
Additions based on tax positions related to prior year	1,617		2,323		67
Additions based on tax positions related to current year	3,020		445		321
Ending balance	$	7,352	$	3,272	$	1,232

If recognized, the Company’s gross unrecognized tax benefits would not have a material impact on its effective tax rate for the year ended December 31, 2022. While it is often difficult to predict the outcome of any particular uncertain tax position, the Company believes it is reasonably possible that its unrecognized tax benefits will decrease by approximately $1.6 million during the next 12 months. The Company further expects that the amount of unrecognized tax benefits will continue to change in the future as a result of ongoing operations, the outcomes of audits, and the expiration of the statute of limitations. This change is not expected to have a significant impact on the Company’s results of operations or financial condition.

The Company recognizes accrued interest and penalties related to unrecognized tax benefits in its income tax provision (benefit). For the years ended December 31, 2022, 2021 and 2020, the Company recognized $0.9 million, $(0.1) million, and $(0.1) million of accrued interest and penalties, respectively, which are reflected in the table above.

The Company is subject to taxation in the United States, various states, and several foreign jurisdictions. The Company establishes reserves for open tax years for uncertain tax positions that may be subject to challenge by various taxing authorities. The consolidated tax provision and related accruals include the impact of such reasonably estimable losses and related interest and penalties as deemed appropriate. United States and foreign jurisdictions have statutes of limitations generally ranging from 3 to 5 years. However, the statute of limitations does not begin for years that a net operating loss carryforward was generated until the loss is applied against taxable income. In that scenario, the taxing authority can only make adjustments in the original loss year to the extent of the net operating loss. Open audit years in the United States are 2013 through 2022, in the U.K. are 2017 through 2022 and in Israel are 2020 through 2022. The Company is currently under audit in the U.K. for tax years 2018-2020.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Organization, Description of Business and Summary of Significant Accounting Policies - Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Income Tax Contingency [Line Items]
Deferred tax assets	$ 35,735	$ 32,867
Other Assets
Income Tax Contingency [Line Items]
Deferred tax assets	35,700	32,900
Other Liabilities
Income Tax Contingency [Line Items]
Deferred tax liabilities	$ 5,300	$ 1,700

Balance Sheet Components - Allowance for Credit Losses (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Allowance for credit losses, beginning balance	$ 4,402	$ 4,174	$ 3,281
Provision for credit losses, net of recoveries	3,227	2,601	2,668
Write-offs	(2,117)	(2,373)	(1,775)
Allowance for credit losses, ending balance	$ 5,512	$ 4,402	$ 4,174

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Decrease in unrecognized tax benefits is reasonably possible		$ 1,600
Accrued interest and penalties on unrecognized tax benefits	$ (100)	900	$ (100)	$ (100)
Tax Credit Carryforward [Line Items]
Increase (decrease) in net valuation allowance		4,900	(30,500)
Valuation allowance	10,731	15,629	10,731
Domestic Tax Authority
Tax Credit Carryforward [Line Items]
Valuation allowance released	31,800
Increase (decrease) in net valuation allowance		2,800
Net operating loss carryforwards	56,600	13,200	56,600
Net operating losses subject to annual limitation		2,900
State
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards	120,500	117,500	120,500
Foreign \| Swiss Federal Tax Administration (FTA)
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards		14,400
Foreign \| UK
Tax Credit Carryforward [Line Items]
Tax credits	$ 1,800	$ 1,000	$ 1,800

Balance Sheet Components - Property, Equipment and Capitalized Software (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property, equipment and capitalized software, gross	$ 134,370	$ 101,996
Less: accumulated depreciation and amortization	(94,480)	(73,988)
Total property, equipment and capitalized software, net	39,890	28,008
Computer and equipment
Property, Plant and Equipment [Line Items]
Property, equipment and capitalized software, gross	59,536	43,316
Capitalized software development costs
Property, Plant and Equipment [Line Items]
Property, equipment and capitalized software, gross	67,685	54,233
Software
Property, Plant and Equipment [Line Items]
Property, equipment and capitalized software, gross	3,113	2,817
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, equipment and capitalized software, gross	2,859	1,547
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property, equipment and capitalized software, gross	$ 1,177	$ 83

Net (Loss) Income Per Common Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Net (Loss) Income Per Common Share

Prior to the Company’s IPO in 2021, the Company applied the two-class method to calculate basic and diluted (loss) income per share attributable to common stockholders as shares of its convertible preferred stock, when outstanding, were participating securities due to their participation rights. The two-class method is an earnings allocation method under which earnings per share is calculated for common stock considering a participating security’s rights to undistributed earnings as if all such earnings had been distributed during the period. The Company’s participating securities were not included in the computation of loss per share attributable to common stockholders in periods of net loss because the convertible preferred stockholders had no contractual obligation to participate in losses. Subsequent to its adoption of ASU 2020-06 on January 1, 2021, the Company utilized the if-converted method to calculate the dilutive impact of Convertible Notes for the years ended December 31, 2022 and 2021, and its previously outstanding convertible preferred stock on its earnings per share for the year ended December 31, 2021.


	Year Ended December 31,
	2022		2021		2020
	(In thousands, except share and per share data)
Numerator:
Basic and diluted:
Net (loss) income	$	(24,581)	$	10,995	$	4,357
Less: undistributed income allocated to participating securities	—		—		(2,688)
Net (loss) income attributable to common stockholders	$	(24,581)	$	10,995	$	1,669

Denominator:
Basic weighted-average shares used in computing net (loss) income attributable to common stockholders, basic	55,615,385		35,159,757		16,816,178
Weighted average dilutive share equivalents:
Preferred stock, stock options, warrants and RSUs	—		18,734,590		3,370,624
Diluted weighted-average shares used in computing net (loss) income attributable to common stockholders	55,615,385		53,894,347		20,186,802

Net (loss) income per share attributable to common stockholders:
Basic	$	(0.44)	$	0.31	$	0.10
Diluted	$	(0.44)	$	0.20	$	0.08

The following weighted-average shares have been excluded from the calculation of diluted net (loss) income per share attributable to common stockholders for each period presented because they are anti-dilutive:


	Year Ended December 31,
	2022	2021	2020
Convertible preferred stock	—	—	27,652,451
Options to purchase common stock	2,681,436	1,080,703	1,867,546
Convertible debt	9,440,000	9,440,000	—
Warrants	188,235	—	297,299
Restricted stock units	2,785,510	—	233,782
Total shares excluded from diluted net (loss) income per share	15,095,181	10,520,703	30,051,078

Goodwill and Intangible Assets - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Accumulated impairments of goodwill	$ 0
Impairment charges	$ 0	$ 0	$ 0

Organization, Description of Business and Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Contract asset	$ 0	$ 0
Minimum
Disaggregation of Revenue [Line Items]
Payment terms	30 days
Maximum
Disaggregation of Revenue [Line Items]
Payment terms	60 days

Balance Sheet Components - Accounts Receivable, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accounts receivable	$ 186,770	$ 197,216
Allowance for credit losses	(5,512)	(4,402)	$ (4,174)	$ (3,281)
Accounts receivable, net of allowance for credit losses	$ 181,258	$ 192,814

Stock-based Compensation - Stock-Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation		$ 11,660	$ 26,307	$ 3,588
Tax benefit related to stock-based compensation expense		1,560	4,482	98
Stock Awards with Service and Performance Conditions Met
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 16,500
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation		2,355	3,959	810
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation		4,938	8,656	2,071
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation		$ 4,367	$ 13,692	$ 707

Long Term Debt	12 Months Ended
Long Term Debt	Dec. 31, 2022
Debt Disclosure [Abstract]
Long Term Debt	Long-Term Debt Convertible Notes On July 1, 2021, the Company completed the sale of $200 million aggregate principal amount of senior subordinated secured notes due July 1, 2026 (the “Notes”), in a private placement to institutional investors affiliated with the funds managed by The Baupost Group, L.L.C. (the “Baupost Investors”), pursuant to a Senior Subordinated Secured Note Purchase Agreement dated July 1, 2021 (the “Note Purchase Agreement”). Upon issuance of the Notes, the Company recorded a $36.0 million discount in connection with the embedded conversion feature, as well as deferred financing costs of $6.0 million in its consolidated balance sheet. The Notes, which were exchanged and cancelled upon the IPO, bore interest that accrued at the rate of (i) prior to July 1, 2024, 10.0% per annum and (ii) on and after July 1, 2024, 14.5% per annum, payable quarterly and were guaranteed by certain of the Company’s wholly-owned subsidiaries and secured by a second priority lien on all of the Company’s and its subsidiaries’ tangible and intangible assets, subject to certain excluded assets, permitted liens and customary exceptions. On July 27, 2021, in connection with the closing of the Company’s IPO and pursuant to the terms of the Note Purchase Agreement, the Company exchanged $200 million aggregate principal amount of the Notes due July 1, 2026 for $236.0 million aggregate principal amount of the Company’s 2.95% Convertible Senior Notes due 2026 (the “Convertible Notes”), pursuant to an indenture, dated as of July 27, 2021 (the “Indenture”), between the Company and The Bank of New York Mellon, as trustee. Upon the issuance of such Convertible Notes, the Notes and the obligations of the Company and the guarantee thereunder have been canceled and extinguished. The Convertible Notes will mature on July 27, 2026, unless earlier converted, redeemed or repurchased. In connection with the exchange of Notes to Convertible Notes, the Company recognized accelerated amortization of the unamortized discount and deferred issuance costs relating to the Notes totaling $42.0 million, which was recorded within charges related to exchange of senior notes upon IPO in the Company’s consolidated statement of operations for the year ended December 31, 2021. Deferred financing costs related to Convertible Notes were not material. Interest on the Convertible Notes accrues from July 27, 2021 and is payable semi-annually in arrears on January 27 and July 27 of each year, beginning on January 27, 2022, at a rate of 2.95% per year. The initial conversion rate for the Convertible Notes is 40 shares of the Company’s common stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of $25 per share of the Company’s common stock), subject to adjustment. The Company may not redeem the Convertible Notes prior to July 27, 2024. On or after July 27, 2024, the Company may redeem for cash all or any portion of the Convertible Notes, at its option, if the last reported sale price of the common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Convertible Notes to be redeemed plus accrued and unpaid interest to, but excluding, the redemption date. In addition, calling any Convertible Note for redemption will constitute a “make-whole fundamental change” (as defined in the Indenture) with respect to that Convertible Note, in which case the conversion rate applicable to the conversion of that Convertible Note will be increased if it is converted by holders after it is called for redemption. Holders may convert all or any portion of their Convertible Notes, in multiples of $1,000 principal amount, into shares of the Company’s common stock at any time until the second scheduled trading day immediately preceding the maturity date, at the conversion rate then in effect. The Company will settle conversions of the Convertible Notes by paying or delivering, as the case may be, cash, shares of common stock, or a combination thereof, at its election. Upon the occurrence of a fundamental change (as defined in the Indenture), subject to certain conditions, holders of the Convertible Notes may require the Company to repurchase for cash all or any portion of their Convertible Notes in principal amounts of $1,000 or an integral multiple thereof, at a repurchase price of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. In addition, following certain corporate events that occur prior to the maturity date or if the Company delivers a notice of redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Convertible Notes in connection with such a corporate event or convert its Convertible Notes called for redemption during the related redemption period, as the case may be. The Indenture contains customary covenants and events of default. The Company was not required to bifurcate the embedded conversion feature and the Convertible Notes were not issued with a substantial premium. As such, the Company accounted for the Convertible Notes as a liability under the no proceeds allocated model. The Company calculates earnings per share using the if-converted method. Revolving Credit Facility On November 2, 2021, the Company entered into the Second Amended and Restated Loan and Security Agreement with Silicon Valley Bank (“SVB”) (the “2021 Revolving Credit Facility”), which provides, subject to borrowing availability and certain other conditions, for revolving loans in an aggregate principal amount of up to $75.0 million (the “Facility”), with a $15.0 million sub-facility for letters of credit. The Company’s borrowing availability under the Facility is calculated by reference to a borrowing base which is determined by specified percentages of eligible accounts receivable. The Facility will terminate on the earlier of (i) November 2, 2026 or (ii) 120 days prior to the maturity date of the Company’s 2.95% Convertible Senior Notes due 2026, unless the Convertible Notes have been converted to common equity securities of the Company. Outstanding loans under the Facility accrue interest, at the Company’s option, at a rate equal to either (a) a base rate minus an applicable margin ranging from 1.5% to 1.0% per annum or (b) LIBOR plus an applicable margin of 1.5% to 2.0% per annum, in each case based upon borrowing availability under the Facility. The undrawn portions of the commitments under the Facility are subject to a commitment fee at a rate ranging from 0.20% per annum to 0.30% per annum, based upon borrowing availability under the Facility. The 2021 Revolving Credit Facility contains representations and warranties, including, without limitation, with respect to collateral; accounts receivable; financials; litigation, indictment and compliance with laws; disclosure and no material adverse effect, each of which is a condition to funding. Additionally, the 2021 Revolving Credit Facility includes events of default and customary affirmative and negative covenants applicable to the Company and its subsidiaries, including, without limitation, restrictions on liens, indebtedness, investments, fundamental changes, dispositions, restricted payments and prepayment of the Convertible Notes and of junior indebtedness. The 2021 Revolving Credit Facility contains a financial covenant that requires, in the event that credit extensions under the Facility equal or exceed 85% of the available commitments under the Facility or upon the occurrence of an event of default, the Company to maintain a minimum consolidated monthly fixed charge coverage ratio of 1.00. The obligations of the Company, and the other subsidiary co-borrowers under the 2021 Revolving Credit Facility are secured by a first-priority lien on substantially all the assets of the Company and such other subsidiary co-borrowers. The Company was in compliance with all of the financial covenants under its 2021 Revolving Credit Facility as of December 31, 2022 and December 31, 2021. As of December 31, 2022 and December 31, 2021, the Company had no borrowings outstanding under the 2021 Revolving Credit Facility and its available borrowing capacity was $70.7 million and $75.0 million, respectively, based on the defined borrowing formula. Other assets in the Company’s consolidated balance sheets as of December 31, 2022 and December 31, 2021 included deferred financing costs of $0.4 million and $0.5 million, respectively, which are being amortized over the term of the 2021 Revolving Credit Facility. See Note 14 for additional information.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Stock-based Compensation - Awards Under the Plan, Narrative (Details) - USD ($)	3 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation		$ 11,660,000	$ 26,307,000	$ 3,588,000
Stock-based compensation capitalized for software development costs		883,000	$ 195,000	$ 212,000
Aggregate intrinsic value of options exercised		3,000,000
Exercise of option, tax benefit		100,000
Stock option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation related to unvested awards		$ 2,300,000
Unrecognized stock-based compensation, period for recognition		2 years
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation related to unvested awards		$ 26,000,000
Unrecognized stock-based compensation, period for recognition		2 years 9 months 18 days
SARs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual term of shares granted					10 years
Number of shares outstanding		3,390
Weighted average grant date fair value of outstanding shares (in usd per share)		$ 7.67
Weighted average remaining contractual term (in years)		1 year 9 months 18 days
Aggregate intrinsic value of shares outstanding		$ 0
Stock Awards with Service and Performance Conditions Met
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	$ 16,500,000

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

The Company leases certain equipment and computers under finance lease arrangements, as well as office facilities and managed data center facilities under non-cancelable operating lease arrangements for its U.S. and international locations that expire on various dates through 2033. These arrangements require the Company to pay certain operating expenses, such as taxes, repairs and insurance and contain renewal and escalation clauses. The Company’s options to extend or terminate a lease are not included in the lease terms, unless the Company is reasonably certain it will exercise that option. The Company’s leases generally do not contain any material restrictive covenants.

The Company’s minimum lease payments include fixed payments for non-lease components included in the lease agreement, but exclude variable lease payments that are not dependent on an index or rate, such as common area maintenance, operating expenses, utilities, or other costs that are subject to fluctuations from period to period. Non-lease components that are variable in nature are recorded as variable lease expenses in the period incurred.

The following table summarizes assets and liabilities related to the Company’s operating and finance leases:


	Consolidated Balance Sheet Location	December 31, 2022
		(In thousands)
Lease assets
Operating leases	Operating lease right-of-use assets, net	$	11,065
Finance leases	Property, equipment and capitalized software, net	1,858
Total lease assets		$	12,923

Lease liabilities
Current liabilities:
Operating leases	Accrued and other current liabilities	$	3,236
Finance leases	Accrued and other current liabilities	1,758

Non-current liabilities:
Operating leases	Operating lease liabilities, non-current	8,445
Finance leases	Other liabilities	254
Total lease liabilities		$	13,693

The following table presents the components of the Company’s total lease expense:


	Consolidated Statements of Operations Location	Year Ended December 31, 2022
		(In thousands)
Operating lease cost
Fixed lease costs	Cost of revenue and operating expenses	$	4,309
Variable lease costs	Operating Expenses	136
Short-term lease costs	Cost of revenue and operating expenses	564
Financing lease cost:
Depreciation	Cost of revenue	2,962
Interest	Interest expense	259
Total lease cost		$	8,230

As of December 31, 2022, the maturities of the Company's lease liabilities under operating and finance leases were as follows:


Year	Operating Leases		Finance Leases
	(In thousands)
2023	$	3,802	$	1,842
2024	3,327		257
2025	2,936		—
2026	1,731		—
2027	1,030		—
Thereafter	192		—
Total minimum payments required	$	13,018	$	2,099
Less: imputed interest	(1,337)		(87)
Total present value of lease liabilities	$	11,681	$	2,012

As of December 31, 2022, the Company entered into one new operating lease agreement that has not yet commenced with future lease payments of approximately $2.4 million. The lease will commence in the first quarter of 2023 and have a lease term of ten years.

The following table summarizes weighted-average lease terms and discount rates for the Company’s leases:


						December 31, 2022
Weighted-average remaining lease term (in years)
Operating leases						3.87 years
Finance leases						1.05 years
Weighted-average discount rate
Operating leases						5.82%
Finance leases						7.34%

Supplemental cash flow information related to leases is as follows:


	Year Ended December 31, 2022
	(In thousands)
Cash paid for amounts included in measurement of lease liabilities:
Operating cash outflows from operating leases	$	4,246
Cash flows from finance leases	$	3,190
New operating lease assets obtained in exchange for new lease obligations	$	1,247

As of December 31, 2021, prior to the adoption of ASU 2016-02, future minimum lease payments under the Company’s non-cancelable operating leases and capital leases were as follows:


Year Ending December 31:	Operating Leases		Capital Leases
	(In thousands)
2022	$	4,214	$	3,329
2023	3,128		1,741
2024	2,768		257
2025	2,630		—
2026	1,399		—
Thereafter	929		—
Total minimum payments required	$	15,068	$	5,327

Leases

The following table summarizes assets and liabilities related to the Company’s operating and finance leases:


	Consolidated Balance Sheet Location	December 31, 2022
		(In thousands)
Lease assets
Operating leases	Operating lease right-of-use assets, net	$	11,065
Finance leases	Property, equipment and capitalized software, net	1,858
Total lease assets		$	12,923

Lease liabilities
Current liabilities:
Operating leases	Accrued and other current liabilities	$	3,236
Finance leases	Accrued and other current liabilities	1,758

Non-current liabilities:
Operating leases	Operating lease liabilities, non-current	8,445
Finance leases	Other liabilities	254
Total lease liabilities		$	13,693

The following table presents the components of the Company’s total lease expense:


	Consolidated Statements of Operations Location	Year Ended December 31, 2022
		(In thousands)
Operating lease cost
Fixed lease costs	Cost of revenue and operating expenses	$	4,309
Variable lease costs	Operating Expenses	136
Short-term lease costs	Cost of revenue and operating expenses	564
Financing lease cost:
Depreciation	Cost of revenue	2,962
Interest	Interest expense	259
Total lease cost		$	8,230

As of December 31, 2022, the maturities of the Company's lease liabilities under operating and finance leases were as follows:


Year	Operating Leases		Finance Leases
	(In thousands)
2023	$	3,802	$	1,842
2024	3,327		257
2025	2,936		—
2026	1,731		—
2027	1,030		—
Thereafter	192		—
Total minimum payments required	$	13,018	$	2,099
Less: imputed interest	(1,337)		(87)
Total present value of lease liabilities	$	11,681	$	2,012

The following table summarizes weighted-average lease terms and discount rates for the Company’s leases:


						December 31, 2022
Weighted-average remaining lease term (in years)
Operating leases						3.87 years
Finance leases						1.05 years
Weighted-average discount rate
Operating leases						5.82%
Finance leases						7.34%

Supplemental cash flow information related to leases is as follows:


	Year Ended December 31, 2022
	(In thousands)
Cash paid for amounts included in measurement of lease liabilities:
Operating cash outflows from operating leases	$	4,246
Cash flows from finance leases	$	3,190
New operating lease assets obtained in exchange for new lease obligations	$	1,247

As of December 31, 2021, prior to the adoption of ASU 2016-02, future minimum lease payments under the Company’s non-cancelable operating leases and capital leases were as follows:


Year Ending December 31:	Operating Leases		Capital Leases
	(In thousands)
2022	$	4,214	$	3,329
2023	3,128		1,741
2024	2,768		257
2025	2,630		—
2026	1,399		—
Thereafter	929		—
Total minimum payments required	$	15,068	$	5,327

Balance Sheet Components (Tables)

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Debt Securities, Available-for-Sale

The Company’s cash equivalents and investments as of December 31, 2022 consisted of the following:


		December 31, 2022
(In thousands)	Fair Value Level	Amortized cost (1)		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value		Cash Equivalents		Short-term investments		Long-term investments
Money market funds	1	$	39,198	$	—	$	—	$	39,198	$	39,198	$	—	$	—
U.S. Treasuries	2	31,721		—		(317)		31,404		—		23,701		7,703
U.S. government bonds	2	77,259		—		(899)		76,360		—		52,254		24,106
Commercial paper	2	43,126		3		(161)		42,968		—		42,968		—
U.S. Corporate bonds	2	95,599		29		(694)		94,934		—		47,982		46,952
Total cash equivalents and investments		$	286,903	$	32	$	(2,071)	$	284,864	$	39,198	$	166,905	$	78,761

___________________________

(1) The amortized cost of debt securities excludes accrued interest of $1.0 million as of December 31, 2022.

The following table shows the fair value of the Company’s available-for-sale securities by contractual maturity:


	December 31, 2022
	(In thousands)
Within 1 year	$	206,103
After 1 year through 2 years	78,761
Total fair value	$	284,864

Accounts Receivable, Net

Accounts receivable, net of allowance for credit losses consists of the following:


	December 31,
	2022		2021
	(In thousands)
Accounts receivable	$	186,770	$	197,216
Allowance for credit losses	(5,512)		(4,402)
Accounts receivable, net of allowance for credit losses	$	181,258	$	192,814

Activity in Allowance for Credit Losses

The allowance for credit losses consists of the following activity:


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
Allowance for credit losses, beginning balance	$	4,402	$	4,174	$	3,281
Provision for credit losses, net of recoveries	3,227		2,601		2,668
Write-offs	(2,117)		(2,373)		(1,775)
Allowance for credit losses, ending balance	$	5,512	$	4,402	$	4,174

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure

Prepaid expenses and other current assets consists of the following:


	December 31,
	2022		2021
	(In thousands)
Prepaid traffic acquisition costs	$	23,149	$	12,471
Prepaid taxes	15,280		7,314
Prepaid software licenses	2,465		2,201
Prepaid insurance	1,503		2,130
Other prepaid expenses and other current assets	4,364		3,757
Total prepaid expenses and other current assets	$	46,761	$	27,873

Property, Equipment and Capitalized Software, Net

Property, equipment and capitalized software, net consists of the following:


	December 31,
	2022		2021
	(In thousands)
Computer and equipment	$	59,536	$	43,316
Capitalized software development costs	67,685		54,233
Software	3,113		2,817
Leasehold improvements	2,859		1,547
Furniture and fixtures	1,177		83
Property, equipment and capitalized software, gross	134,370		101,996
Less: accumulated depreciation and amortization	(94,480)		(73,988)
Total property, equipment and capitalized software, net	$	39,890	$	28,008

Accrued and Other Current Liabilities

Accrued and other current liabilities consist of the following:


	December 31,
	2022		2021
	(In thousands)
Accrued traffic acquisition costs	$	73,396	$	60,274
Accrued tax liabilities	15,013		9,240
Accrued agency commissions	13,451		10,639
Accrued professional fees	4,915		6,569
Operating leases obligations, current	3,236		—
Interest payable	3,074		3,094
Finance lease obligations, current	1,758		3,069
Other	11,249		6,705
Total accrued and other current liabilities	$	126,092	$	99,590

Stockholders' Equity (Deficit) (Tables)

12 Months Ended

Dec. 31, 2022

Stockholders' Equity Note [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

The following table details the changes in accumulated other compressive (loss) income (“AOCI”), net of tax:


	Foreign currency translation (loss) income		Unrealized losses on marketable securities		Total accumulated other comprehensive (loss) income
Balance–January 1, 2020	$	(5,523)	$	—	$	(5,523)
Other comprehensive income, net of tax	1,233		—		1,233
Balance–December 31, 2020	(4,290)		—		(4,290)
Other comprehensive loss, net of tax	(184)		—		(184)
Balance–December 31, 2021	(4,474)		—		(4,474)
Other comprehensive loss, net of tax	(3,870)		(1,569)		(5,439)
Balance–December 31, 2022	$	(8,344)	$	(1,569)	$	(9,913)

Segment and Geographic Information (Tables)

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Total Revenue Based on Location

The following table represents total revenue based on where the Company’s marketers are physically located:


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
USA	$	330,333	$	372,855	$	288,789
Europe, the Middle East and Africa (EMEA)	553,051		523,580		398,923
Other	108,698		119,195		79,430
Total revenue	$	992,082	$	1,015,630	$	767,142

Property, Equipment and Capitalized Software, Net, and Operating Lease ROU Assets, Net by Geographic Location

The Company’s long-lived assets by geographic location, which are comprised of property, equipment and capitalized software, net and operating lease right-of-use assets, net are summarized below:


	December 31,
	2022		2021
	(In thousands)
USA	$	43,191	$	25,246
EMEA	7,181		2,638
Other	583		124
Total long-lived assets, net	$	50,955	$	28,008

Balance Sheet Components

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance Sheet Components

Cash Equivalents and Investments

In July 2022, the Company initiated a new investment program. All of the Company’s debt securities are classified as available-for-sale. The Company’s cash equivalents and investments as of December 31, 2022 consisted of the following:


		December 31, 2022
(In thousands)	Fair Value Level	Amortized cost (1)		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value		Cash Equivalents		Short-term investments		Long-term investments
Money market funds	1	$	39,198	$	—	$	—	$	39,198	$	39,198	$	—	$	—
U.S. Treasuries	2	31,721		—		(317)		31,404		—		23,701		7,703
U.S. government bonds	2	77,259		—		(899)		76,360		—		52,254		24,106
Commercial paper	2	43,126		3		(161)		42,968		—		42,968		—
U.S. Corporate bonds	2	95,599		29		(694)		94,934		—		47,982		46,952
Total cash equivalents and investments		$	286,903	$	32	$	(2,071)	$	284,864	$	39,198	$	166,905	$	78,761

___________________________

(1) The amortized cost of debt securities excludes accrued interest of $1.0 million as of December 31, 2022.

The total estimated fair value of debt securities in an unrealized loss position as of December 31, 2022 was $232.1 million, all of which has been in an unrealized loss position for less than six months. The aggregate amount of unrealized losses as of December 31, 2022 was $2.1 million. The total estimated fair value of debt securities in an unrealized gain position is $13.6 million. For marketable securities with unrealized loss positions, the Company does not intend to sell these securities and it is more likely than not that the Company will hold these securities until maturity or a recovery of the cost basis. No allowance for credit losses was recorded for these securities as of December 31, 2022.

The following table shows the fair value of the Company’s available-for-sale securities by contractual maturity:


	December 31, 2022
	(In thousands)
Within 1 year	$	206,103
After 1 year through 2 years	78,761
Total fair value	$	284,864

Accounts Receivable and Allowance for Credit Losses

Accounts receivable, net of allowance for credit losses consists of the following:


	December 31,
	2022		2021
	(In thousands)
Accounts receivable	$	186,770	$	197,216
Allowance for credit losses	(5,512)		(4,402)
Accounts receivable, net of allowance for credit losses	$	181,258	$	192,814

The allowance for credit losses consists of the following activity:


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
Allowance for credit losses, beginning balance	$	4,402	$	4,174	$	3,281
Provision for credit losses, net of recoveries	3,227		2,601		2,668
Write-offs	(2,117)		(2,373)		(1,775)
Allowance for credit losses, ending balance	$	5,512	$	4,402	$	4,174

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consists of the following:


	December 31,
	2022		2021
	(In thousands)
Prepaid traffic acquisition costs	$	23,149	$	12,471
Prepaid taxes	15,280		7,314
Prepaid software licenses	2,465		2,201
Prepaid insurance	1,503		2,130
Other prepaid expenses and other current assets	4,364		3,757
Total prepaid expenses and other current assets	$	46,761	$	27,873

Property, Equipment and Capitalized Software, Net

Property, equipment and capitalized software, net consists of the following:


	December 31,
	2022		2021
	(In thousands)
Computer and equipment	$	59,536	$	43,316
Capitalized software development costs	67,685		54,233
Software	3,113		2,817
Leasehold improvements	2,859		1,547
Furniture and fixtures	1,177		83
Property, equipment and capitalized software, gross	134,370		101,996
Less: accumulated depreciation and amortization	(94,480)		(73,988)
Total property, equipment and capitalized software, net	$	39,890	$	28,008

The Company capitalized software development costs, including stock-based compensation, of $13.5 million and $10.5 million for the years ended December 31, 2022 and 2021, respectively. Accumulated amortization for capitalized software development costs was $47.8 million and $38.2 million as of December 31, 2022 and 2021, respectively.

As of December 31, 2022 and 2021, total computer equipment financed and software licensed under finance leases was $1.9 million and $4.9 million, net of accumulated amortization of $23.9 million and $21.0 million. Amortization expense related to total computer equipment financed and software licensed under finance leases was $2.9 million, $3.8 million and $3.7 million, respectively, for the years ended December 31, 2022, 2021 and 2020.

Accrued and Other Current Liabilities

Accrued and other current liabilities consist of the following:


	December 31,
	2022		2021
	(In thousands)
Accrued traffic acquisition costs	$	73,396	$	60,274
Accrued tax liabilities	15,013		9,240
Accrued agency commissions	13,451		10,639
Accrued professional fees	4,915		6,569
Operating leases obligations, current	3,236		—
Interest payable	3,074		3,094
Finance lease obligations, current	1,758		3,069
Other	11,249		6,705
Total accrued and other current liabilities	$	126,092	$	99,590

In addition to accrued traffic acquisition costs, accounts payable includes $136.8 million and $147.4 million of traffic acquisition costs as of December 31, 2022 and 2021, respectively.

Organization, Description of Business and Summary of Significant Accounting Policies - Advertising and Promotional Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Advertising and promotional costs	$ 15.6	$ 13.1	$ 9.3

Fair Value Measurements - Carrying Value and Estimated Fair Value of Convertible Notes (Details) - Convertible Notes - 2.95% Convertible Senior Notes Due 2026 - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Jul. 27, 2021
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Interest rate	2.95%		2.95%
Level II \| Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	$ 236,000	$ 236,000
Level II \| Estimated Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	$ 180,752	$ 234,348

Segment and Geographic Information

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Segment and Geographic Information

The Company has one operating and reporting segment.

The following table represents total revenue based on where the Company’s marketers are physically located:


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
USA	$	330,333	$	372,855	$	288,789
Europe, the Middle East and Africa (EMEA)	553,051		523,580		398,923
Other	108,698		119,195		79,430
Total revenue	$	992,082	$	1,015,630	$	767,142

The Company’s long-lived assets by geographic location, which are comprised of property, equipment and capitalized software, net and operating lease right-of-use assets, net are summarized below:


	December 31,
	2022		2021
	(In thousands)
USA	$	43,191	$	25,246
EMEA	7,181		2,638
Other	583		124
Total long-lived assets, net	$	50,955	$	28,008

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Acquisition (Details) - USD ($) $ in Thousands		3 Months Ended		12 Months Ended
Acquisition (Details) - USD ($) $ in Thousands	Jan. 05, 2022	Mar. 31, 2023	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021
Developed technology
Business Acquisition [Line Items]
Estimated useful life				5 years 9 months 18 days	3 years 2 months 12 days
Publisher relationships
Business Acquisition [Line Items]
Estimated useful life				6 years 3 months 18 days	4 years
Trade names
Business Acquisition [Line Items]
Estimated useful life				8 years 8 months 12 days	8 years
Customer and publisher relationships
Business Acquisition [Line Items]
Estimated useful life				4 years 1 month 6 days	4 years
Content Provider Relationships
Business Acquisition [Line Items]
Estimated useful life				5 years
vi
Business Acquisition [Line Items]
Consideration transferred, gross	$ 54,200
Total fair value of purchase consideration	52,984
Cash consideration paid on acquisition date	$ 37,311		$ 10,600
Stock consideration (in shares)	355,786
Stock consideration issued for acquisition of a business	$ 4,190
Contingent consideration payable, change in fair value				$ 400
Acquisition transaction costs				200
vi \| Forecast
Business Acquisition [Line Items]
Cash consideration paid on acquisition date		$ 1,500
vi \| Estimated Fair Value
Business Acquisition [Line Items]
Business combination, contingent consideration, liability				$ 900
vi \| Developed technology
Business Acquisition [Line Items]
Estimated useful life	8 years
vi \| Publisher relationships
Business Acquisition [Line Items]
Estimated useful life	8 years
vi \| Trade names
Business Acquisition [Line Items]
Estimated useful life	9 years
vi \| Customer and publisher relationships
Business Acquisition [Line Items]
Estimated useful life	5 years
vi \| Content Provider Relationships
Business Acquisition [Line Items]
Estimated useful life	5 years

Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Jul. 27, 2021
Forward Contracts [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Gain (loss) on foreign currency derivative instruments	$ (1.5)	$ 0.2	$ 0.4
2.95% Convertible Senior Notes Due 2026 \| Convertible Notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Interest rate	2.95%			2.95%

Leases - Weighted Average Lease Terms and Discount Rates (Details)	Dec. 31, 2022
Leases [Abstract]
Weighted average remaining lease term, operating leases (in years)	3 years 10 months 13 days
Weighted average remaining lease term, finance leases (in years)	1 year 18 days
Weighted average discount rate, operating leases	5.82%
Weighted average discount rate, finance leases	7.34%

Stock-based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-Based Compensation

The following table summarizes stock-based compensation expense recognized in the Company’s consolidated statements of operations for the periods presented:


	Year Ended December 31,
	2022		2021			2020
	(In thousands)
Research and development	$	2,355	$	3,959		$	810
Sales and marketing	4,938		8,656			2,071
General and administrative	4,367		13,692			707
Total stock-based compensation	$	11,660	$	26,307	(1)	$	3,588

Tax benefit related to stock-based compensation expense	$	1,560	$	4,482		$	98

__________________________

Schedule of Weighted-Average Assumptions

The estimated grant-date fair value of all of the Company’s stock options granted in 2021 and 2020 was calculated using the Black-Scholes option pricing model, based on the following assumptions and inputs, each of which is subjective and generally requires significant judgment:


	Year Ended December 31,
	2021		2020
Grant date fair value	$5.95		$4.61
Expected term (in years)	6.03		6.02
Risk-free interest rate	1.29	%	0.52	%
Expected volatility	43	%	44	%
Dividend rate	0	%	0	%

Summary of Stock Option

The following table summarizes stock option activity for the year ended December 31, 2022:


	Stock Options
	Number of Shares	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value of Outstanding Options (In thousands)
Outstanding — December 31, 2021	3,482,900	$	8.11	4.87	$	20,513
Granted	—	$	—
Exercised	(639,084)	$	4.02
Forfeited/expired	(162,380)	$	8.28
Outstanding — December 31, 2022	2,681,436	$	9.08	4.49	$	—
Exercisable — December 31, 2022	2,191,342	$	8.64	3.75	$	—

Summary of RSU Activity

The following table summarizes RSU activity for the year ended December 31, 2022:


	RSUs
	Number of Shares	Weighted- Average Grant Date Fair Value
Outstanding—December 31, 2021	1,848,142	$	11.61
Granted	2,230,666	$	8.98
Vested	(976,840)	$	10.84
Forfeited	(316,458)	$	11.09
Outstanding—December 31, 2022	2,785,510	$	9.87

Summary of Warrant Activity

The following table summarizes warrant activity outside of the Plan and related information:


	Warrants Outstanding
	Number of Shares	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value of Outstanding Warrants (In thousands)

Outstanding—December 31, 2021	376,470	$	7.57	3.37	$	2,420
Warrants exercised	(188,235)	7.57
Outstanding and exercisable—December 31, 2022	188,235	$	7.57	2.37	$	—

Acquisition

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Acquisition

On November 19, 2021, the Company entered into a definitive agreement, by and among the Company and the shareholders of video intelligence AG (“vi”), a Swiss-based contextual video technology company for digital media owners, for the acquisition of all of the outstanding shares of vi. The acquisition was completed on January 5, 2022. The aggregate purchase price of approximately $54.2 million was paid in the form of cash and Outbrain common stock, with the first installment of $37.3 million in cash and the equity portion paid at closing, an additional $10.6 million paid in the third quarter of 2022 and the majority of the remaining $1.5 million consideration payable in cash in the first quarter of 2023. The equity portion of the purchase price was comprised of 355,786 shares of the Company’s common stock with a fair value of $4.2 million, which was subject to a post-closing adjustment of $0.4 million recorded in the Company’s consolidated statement of operations for the year ended December 31, 2022, to increase the contingent consideration payable in cash to $0.9 million, based on the market price of the Company’s stock determined one year from closing. This acquisition expanded the Company’s video product offerings to include in-stream high-quality video content, delivering a better user experience and more value to its advertisers.

The following table summarizes the total purchase consideration as of the acquisition date:


	January 5, 2022
	(In thousands)
Cash consideration paid on acquisition date	$	37,311
Fair value of deferred consideration payable in cash	10,936
Fair value of contingent consideration payable	547
Fair value of stock consideration	4,190
Total fair value of purchase consideration	$	52,984

This acquisition was accounted for as a business combination under the acquisition method of accounting and the results of operations of vi have been included in the Company’s results of operations as of the acquisition date. The Company incurred transaction costs relating to the vi acquisition of $0.2 million, which were included in general and administrative expenses in the Company’s consolidated statement of operations for the year ended December 31, 2022. The Company allocated the purchase price to identifiable assets acquired based on their estimated fair values at acquisition date, which required management to use significant judgment and estimates, including valuation methodologies, estimates of future revenue, costs and cash flows, discount rates, and identifying comparable companies. The Company engaged third-party valuation specialists to assist in determining the fair values of the acquired assets and liabilities.

The allocation of the purchase price to the identifiable assets and liabilities based on their estimated fair values as of the acquisition date was as follows:


	January 5, 2022
	(In thousands)
Cash and cash equivalents	$	2,787
Accounts receivable	3,849
Prepaid expenses and other current assets	995
Property and equipment, net	43
Publisher relationships	10,783
Customer relationships	732
Content provider relationships	284
Technology intangibles	9,985
Tradenames	3,704
Accounts payable	(2,571)
Accrued and other liabilities	(2,768)
Deferred tax liability	(5,021)
Net assets acquired	22,802
Goodwill	30,182
Total	$	52,984

The fair values of the publisher relationships were determined using the multi-period excess earnings income approach and the fair values of the customer and content provider relationships were determined using the cost approach. The fair value of trade names and technology was determined using the relief-from-royalty method. Identifiable intangible assets acquired are amortized on a straight-line basis over their estimated useful lives. The Company estimated useful lives of acquired publisher relationships and technology to be 8 years, and tradenames to be 9 years, and other relationships to be 5 years. Amortization expense for amortizable intangible assets is included within sales and marketing expense and other cost of revenue in the Company’s consolidated statements of operations.

The excess of the purchase price over the aggregate fair value of the identifiable assets acquired was recorded as goodwill and is primarily attributable to expected synergies and increased offerings to customers the Company expects from future growth and potential monetization opportunities. Goodwill is not amortized but will be evaluated for impairment at least annually, or more frequently if there are indicators of impairment. The goodwill is not deductible for tax purposes.

Goodwill and Intangible Assets - Estimated Amortization (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
2023	$ 4,205
2024	3,463
2025	3,463
2026	3,463
2027	3,264
Thereafter	6,716
Net carrying value	$ 24,574	$ 5,719

Income Taxes - Effective Income Tax Rate Reconciliation (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Tax at statutory federal rate	21.00%	21.00%	21.00%
State tax—net of federal benefit	1.70%	1.90%	(3.90%)
Foreign withholding taxes	(2.00%)	(2.90%)	25.40%
Foreign rate differential (1)	(11.80%)	3.20%	(9.60%)
Stock compensation and other permanent items	(5.10%)	(24.90%)	10.00%
Tax rate change	(0.10%)	(4.40%)	(3.40%)
Uncertain tax positions	(22.00%)	(18.90%)	(11.20%)
Change in valuation allowance	(13.60%)	209.40%	(32.00%)
GILTI Inclusion—US	0.00%	(19.30%)	59.40%
Foreign tax credit carryforwards	0.00%	4.90%	(5.90%)
Capital loss carryforwards	0.00%	0.00%	(19.90%)
Return to provision adjustments	(0.40%)	5.40%	11.80%
Other	0.00%	0.20%	1.30%
Effective tax rate	(32.30%)	175.60%	43.00%

Stock-based Compensation - Warrant Activity (Details) - Warrants - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Number of Shares
Outstanding at beginning of period (in shares)	376,470
Exercised (in shares)	(188,235)
Outstanding at end of period (in shares)	188,235	376,470
Exercisable at end of period (in shares)	188,235
Weighted- Average Exercise Price
Outstanding at beginning of period (in usd per share)	$ 7.57
Exercised (in usd per share)	7.57
Outstanding at end of period (in usd per share)	$ 7.57	$ 7.57
Weighted-Average Remaining Contractual Term and Aggregate Intrinsic Value
Outstanding, weighted- average remaining contractual term (years)	2 years 4 months 13 days	3 years 4 months 13 days
Exercisable, weighted- average remaining contractual term (years)	2 years 4 months 13 days
outstanding, aggregate intrinsic value of outstanding warrants	$ 0	$ 2,420
Exercisable, aggregate intrinsic value of outstanding warrants	$ 0

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Operating and Financing Leases, Assets and Liabilities

The following table summarizes assets and liabilities related to the Company’s operating and finance leases:


	Consolidated Balance Sheet Location	December 31, 2022
		(In thousands)
Lease assets
Operating leases	Operating lease right-of-use assets, net	$	11,065
Finance leases	Property, equipment and capitalized software, net	1,858
Total lease assets		$	12,923

Lease liabilities
Current liabilities:
Operating leases	Accrued and other current liabilities	$	3,236
Finance leases	Accrued and other current liabilities	1,758

Non-current liabilities:
Operating leases	Operating lease liabilities, non-current	8,445
Finance leases	Other liabilities	254
Total lease liabilities		$	13,693

Lease, Cost

The following table presents the components of the Company’s total lease expense:


	Consolidated Statements of Operations Location	Year Ended December 31, 2022
		(In thousands)
Operating lease cost
Fixed lease costs	Cost of revenue and operating expenses	$	4,309
Variable lease costs	Operating Expenses	136
Short-term lease costs	Cost of revenue and operating expenses	564
Financing lease cost:
Depreciation	Cost of revenue	2,962
Interest	Interest expense	259
Total lease cost		$	8,230

The following table summarizes weighted-average lease terms and discount rates for the Company’s leases:


						December 31, 2022
Weighted-average remaining lease term (in years)
Operating leases						3.87 years
Finance leases						1.05 years
Weighted-average discount rate
Operating leases						5.82%
Finance leases						7.34%

Supplemental cash flow information related to leases is as follows:


	Year Ended December 31, 2022
	(In thousands)
Cash paid for amounts included in measurement of lease liabilities:
Operating cash outflows from operating leases	$	4,246
Cash flows from finance leases	$	3,190
New operating lease assets obtained in exchange for new lease obligations	$	1,247

Finance Lease, Liability, Fiscal Year Maturity

As of December 31, 2022, the maturities of the Company's lease liabilities under operating and finance leases were as follows:


Year	Operating Leases		Finance Leases
	(In thousands)
2023	$	3,802	$	1,842
2024	3,327		257
2025	2,936		—
2026	1,731		—
2027	1,030		—
Thereafter	192		—
Total minimum payments required	$	13,018	$	2,099
Less: imputed interest	(1,337)		(87)
Total present value of lease liabilities	$	11,681	$	2,012

Lessee, Operating Lease, Liability, Maturity

As of December 31, 2022, the maturities of the Company's lease liabilities under operating and finance leases were as follows:


Year	Operating Leases		Finance Leases
	(In thousands)
2023	$	3,802	$	1,842
2024	3,327		257
2025	2,936		—
2026	1,731		—
2027	1,030		—
Thereafter	192		—
Total minimum payments required	$	13,018	$	2,099
Less: imputed interest	(1,337)		(87)
Total present value of lease liabilities	$	11,681	$	2,012

Aggregate Future Non-cancelable Minimum Lease Payments

As of December 31, 2021, prior to the adoption of ASU 2016-02, future minimum lease payments under the Company’s non-cancelable operating leases and capital leases were as follows:


Year Ending December 31:	Operating Leases		Capital Leases
	(In thousands)
2022	$	4,214	$	3,329
2023	3,128		1,741
2024	2,768		257
2025	2,630		—
2026	1,399		—
Thereafter	929		—
Total minimum payments required	$	15,068	$	5,327

Aggregate Future Non-cancelable Minimum Lease Payments

As of December 31, 2021, prior to the adoption of ASU 2016-02, future minimum lease payments under the Company’s non-cancelable operating leases and capital leases were as follows:


Year Ending December 31:	Operating Leases		Capital Leases
	(In thousands)
2022	$	4,214	$	3,329
2023	3,128		1,741
2024	2,768		257
2025	2,630		—
2026	1,399		—
Thereafter	929		—
Total minimum payments required	$	15,068	$	5,327

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Components of (Loss) Income From Continuing Operations Before Income Taxes

The components of (loss) income before income taxes and the income tax provision (benefit) are as follows:


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
United States	$	(11,707)	$	(38,175)	$	(8,213)
Foreign	(6,866)		23,640		15,863
(Loss) income before provision for income taxes	$	(18,573)	$	(14,535)	$	7,650

Components of Income Tax Expense (Benefit)


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
Current provisions for income taxes:
Federal	$	—	$	—	$	—
State	744		541		81
Foreign	9,117		5,739		5,468
Total current provision for income taxes	9,861		6,280		5,549
Deferred tax benefit:
Federal	(792)		(25,787)		226
State	(1,153)		(5,558)		46
Foreign	(1,908)		(465)		(2,528)
Total deferred tax benefit	(3,853)		(31,810)		(2,256)
Provision (benefit) for income taxes	$	6,008	$	(25,530)	$	3,293

Schedule of Effective Income Tax Rate Reconciliation

The reconciliation of the statutory federal income tax and the Company’s effective income tax is as follows:


	Year Ended December 31,
	2022		2021		2020
Tax at statutory federal rate	21.0	%	21.0	%	21.0	%
State tax—net of federal benefit	1.7	%	1.9	%	(3.9)	%
Foreign withholding taxes	(2.0)	%	(2.9)	%	25.4	%
Foreign rate differential (1)	(11.8)	%	3.2	%	(9.6)	%
Stock compensation and other permanent items	(5.1)	%	(24.9)	%	10.0	%
Tax rate change	(0.1)	%	(4.4)	%	(3.4)	%
Uncertain tax positions	(22.0)	%	(18.9)	%	(11.2)	%
Change in valuation allowance	(13.6)	%	209.4	%	(32.0)	%
GILTI Inclusion—US	—	%	(19.3)	%	59.4	%
Foreign tax credit carryforwards	—	%	4.9	%	(5.9)	%
Capital loss carryforwards	—	%	—	%	(19.9)	%
Return to provision adjustments	(0.4)	%	5.4	%	11.8	%
Other	—	%	0.2	%	1.3	%
Effective tax rate	(32.3)	%	175.6	%	43.0	%

(1) Primarily relates to higher tax rates relating to certain of the Company’s European operations.

Schedule of Deferred Tax Assets and Liabilities


	December 31,
	2022		2021
	(In thousands)
Deferred tax assets:
Net operating loss carryforwards	$	15,005	$	21,498
Foreign tax credit carryforwards	1,048		1,797
Capital loss carryforwards	3,398		3,388
Stock-based compensation	1,110		396
Accruals, reserves, and other	6,276		6,458
Senior notes interest & deferred financing fees	10,033		10,275
Capitalization of research and development costs	13,946		—
Allowance for credit losses	1,409		1,017
Gross deferred tax assets	52,225		44,829
Valuation allowance	(15,629)		(10,731)
Total deferred tax assets	36,596		34,098
Deferred tax liabilities:
Intangible assets and capitalized software	(6,181)		(2,859)
Total deferred tax liabilities	(6,181)		(2,859)
Net deferred tax assets	$	30,415	$	31,239

The activity related to the gross amount of unrecognized tax benefits is as follows:


	Year Ended December 31,
	2022		2021		2020
	(In thousands)
Beginning balance	$	3,272	$	1,232	$	2,087
Decreases due to tax settlements	(464)		(616)		(1,172)
Decreases due to expirations of statutes of limitations	(93)		(112)		(71)
Additions based on tax positions related to prior year	1,617		2,323		67
Additions based on tax positions related to current year	3,020		445		321
Ending balance	$	7,352	$	3,272	$	1,232

Commitment and Contingencies	12 Months Ended
Commitment and Contingencies	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Proceedings and Other Matters From time to time, the Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. In addition, the Company may receive letters alleging infringement of patent or other intellectual property rights. The Company is not currently a party to any material legal proceedings, nor is it aware of any pending or threatened litigation that, in its opinion, would have a material adverse effect on its business, operating results, cash flows or financial condition should such litigation be resolved unfavorably. On April 29, 2021, the Company was notified that the Antitrust Division of the U.S. Department of Justice is conducting a criminal investigation into the hiring practices in its industry that includes the Company. The Company is continuing to cooperate with the Antitrust Division. While there can be no assurance regarding the ultimate resolution of this matter, the Company does not believe that its conduct violated applicable law.

Stockholders' Equity (Deficit) - AOCI (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance - beginning of period	$ 256,775	$ (79,813)	$ (89,662)
Other comprehensive income (loss)	(5,439)	(184)	1,233
Balance - end of period	217,786	256,775	(79,813)
Foreign currency translation (loss) income
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance - beginning of period	(4,474)	(4,290)	(5,523)
Other comprehensive income (loss)	(3,870)	(184)	1,233
Balance - end of period	(8,344)	(4,474)	(4,290)
Unrealized losses on marketable securities
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance - beginning of period	0	0	0
Other comprehensive income (loss)	(1,569)	0	0
Balance - end of period	(1,569)	0	0
Total accumulated other comprehensive (loss) income
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance - beginning of period	(4,474)	(4,290)	(5,523)
Other comprehensive income (loss)	(5,439)	(184)	1,233
Balance - end of period	$ (9,913)	$ (4,474)	$ (4,290)

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References

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-Paragraph 1
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+ Details

Net (Loss) Income Per Common Share - Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Numerator, Basic:
Net (loss) income	$ (24,581)	$ 10,995	$ 4,357
Less: undistributed income allocated to participating securities	0	0	(2,688)
Net (loss) income attributable to common stockholders	(24,581)	10,995	1,669
Numerator, Diluted:
Net (loss) income	(24,581)	10,995	4,357
Less: undistributed income allocated to participating securities	0	0	(2,688)
Net (loss) income attributable to common stockholders	$ (24,581)	$ 10,995	$ 1,669
Denominator:
Basic weighted-average shares used in computing net income (loss) attributable to common stockholders (in shares)	55,615,385	35,159,757	16,816,178
Weighted average dilutive share equivalents: Preferred stock, stock options, warrants and RSUs (in shares)	0	18,734,590	3,370,624
Diluted weighted-average shares used in computing net income (loss) attributable to common stockholders (in shares)	55,615,385	53,894,347	20,186,802
Net (loss) income per common share:
Basic (in usd per share)	$ (0.44)	$ 0.31	$ 0.10
Diluted (in usd per share)	$ (0.44)	$ 0.20	$ 0.08

Stockholders' Equity (Deficit) - Narrative (Details)			12 Months Ended
Stockholders' Equity (Deficit) - Narrative (Details)	Jul. 27, 2021 USD ($) $ / shares shares	Jul. 13, 2021	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Dec. 31, 2020 USD ($) shares	Dec. 14, 2022 USD ($)	Feb. 28, 2022 USD ($) $ / shares	Jul. 31, 2021 vote $ / shares shares	Dec. 31, 2019 shares
Temporary Equity [Line Items]
Common and preferred stock, shares authorized \| shares								1,100,000,000
Common stock, shares authorized \| shares			1,000,000,000	1,000,000,000				1,000,000,000
Common stock, par value (in usd per share) \| $ / shares			$ 0.001	$ 0.001				$ 0.001
Preferred stock, shares authorized \| shares			100,000,000	100,000,000				100,000,000
Preferred stock, par value (in usd per share) \| $ / shares			$ 0.001	$ 0.001				$ 0.001
Number of votes entitled to \| vote								1
Reverse stock split ratio		0.5882
Number of shares issued upon conversion of convertible preferred stock \| shares	28,091,267			27,652,449
Convertible preferred stock, conversion ratio	1
Carrying value of convertible preferred stock reclassified to equity	$ 162,400,000			$ 162,444,000
Convertible preferred stock, shares issued \| shares			0	0
Convertible preferred stock, shares outstanding \| shares			0	0	27,652,449				27,652,449
Treasury stock, value, acquired, cost method			$ 30,192,000
Number of shares withheld to satisfy employee tax withholding obligations (in shares) \| shares			245,465	1,032,995	27,769
Fair value of shares withheld to satisfy employee tax withholding obligations			$ 2,500,000	$ 14,200,000	$ 300,000
Reclassified amounts			$ 0	$ 0	$ 0
February 2022 Repurchase Program
Temporary Equity [Line Items]
Common stock, par value (in usd per share) \| $ / shares							$ 0.001
Stock repurchase program, authorized amount							$ 30,000,000
Treasury stock, shares, acquired (in shares) \| shares			6,389,129
Treasury stock, value, acquired, cost method			$ 30,200,000
Stock repurchase program, remaining authorized repurchase amount			$ 0
December 2022 Repurchase Program
Temporary Equity [Line Items]
Stock repurchase program, authorized amount						$ 30,000,000
Series F
Temporary Equity [Line Items]
Convertible preferred stock, conversion ratio	1.14
IPO
Temporary Equity [Line Items]
Number of shares issued \| shares	8,000,000
Stock price (in usd per share) \| $ / shares	$ 20.00
Net proceeds from sale of stock	$ 145,100,000
Deferred offering costs	$ 3,700,000

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The changes in the carrying value of the Company’s goodwill balance was as follows:


	December 31, 2022		December 31, 2021
	(In thousands)
Goodwill, opening balance	$	32,881	$	32,881
Acquisition of vi	30,182		—
Goodwill, closing balance	$	63,063	$	32,881

Schedule of Finite-Lived Intangible Assets

The gross carrying amount and accumulated amortization of the Company’s intangible assets are as follows:


	December 31, 2022
	Weighted Average Amortization Period	Gross Value		Accumulated Amortization		Net Carrying Value
	(In thousands)
Developed technology	5.8 years	$	18,411	$	(9,652)	$	8,759
Customer relationships	4.1 years	5,856		(5,022)		834
Publisher relationships	6.3 years	18,738		(8,782)		9,956
Trade names	8.7 years	5,279		(1,143)		4,136
Content Provider Relationships	5.0 years	284		(56)		228
Other	15.8 years	888		(227)		661
Total intangible assets, net		$	49,456	$	(24,882)	$	24,574


	December 31, 2021
	Weighted Average Amortization Period	Gross Value		Accumulated Amortization		Net Carrying Value
	(In thousands)
Developed technology	3.2 years	$	8,425	$	(8,425)	$	—
Customer relationships	4 years	5,345		(4,050)		1,295
Publisher relationships	4 years	8,403		(5,777)		2,626
Trade names	8 years	1,665		(572)		1,093
Other	15.8 years	876		(171)		705
Total intangible assets, net		$	24,714	$	(18,995)	$	5,719

Schedule of Estimated Amortization on Identifiable Acquisition-Related Intangible Assets

As of December 31, 2022, estimated amortization related to the Company’s identifiable acquisition-related intangible assets in future periods was as follows:


Year Ending December 31,	Amount
	(In thousands)
2023	$	4,205
2024	3,463
2025	3,463
2026	3,463
2027	3,264
Thereafter	6,716
Total	$	24,574

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
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+ Details

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Revenue	$ 992,082	$ 1,015,630	$ 767,142
Cost of revenue:
Traffic acquisition costs	757,321	743,579	572,802
Other cost of revenue	42,108	31,791	29,278
Total cost of revenue	799,429	775,370	602,080
Gross profit	192,653	240,260	165,062
Operating expenses:
Research and development	40,320	39,169	28,961
Sales and marketing	108,816	95,786	77,570
General and administrative	57,065	70,749	48,354
Total operating expenses	206,201	205,704	154,885
(Loss) income from operations	(13,548)	34,556	10,177
Other expense, net:
Charges related to exchange of senior notes upon IPO	0	(42,049)	0
Interest expense	(7,625)	(3,964)	(832)
Interest income and other (expense) income, net	2,600	(3,078)	(1,695)
Total other expense, net	(5,025)	(49,091)	(2,527)
(Loss) income before provision (benefit) for income taxes	(18,573)	(14,535)	7,650
Provision (benefit) for income taxes	6,008	(25,530)	3,293
Net (loss) income	$ (24,581)	$ 10,995	$ 4,357
Weighted average shares outstanding:
Basic (in shares)	55,615,385	35,159,757	16,816,178
Diluted (in shares)	55,615,385	53,894,347	20,186,802
Net (loss) income per common share:
Basic (in usd per share)	$ (0.44)	$ 0.31	$ 0.10
Diluted (in usd per share)	$ (0.44)	$ 0.20	$ 0.08

Long Term Debt - Convertible Notes (Details) $ / shares in Units, $ in Thousands		1 Months Ended	12 Months Ended
	Jul. 27, 2021 USD ($) day $ / shares	Jul. 31, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Jul. 01, 2021 USD ($)
Debt Instrument [Line Items]
Charges related to exchange of senior notes upon IPO			$ 0	$ 42,049	$ 0
Secured Notes
Debt Instrument [Line Items]
Debt extinguished		$ 200,000
Secured Notes \| Senior Subordinated Secured Notes Due July 1, 2026
Debt Instrument [Line Items]
Debt discount						$ 36,000
Deferred financing costs						$ 6,000
Secured Notes \| Senior Subordinated Secured Notes Due July 1, 2026 \| Minimum
Debt Instrument [Line Items]
Interest rate						10.00%
Secured Notes \| Senior Subordinated Secured Notes Due July 1, 2026 \| Maximum
Debt Instrument [Line Items]
Interest rate						14.50%
Convertible Notes \| 2.95% Convertible Senior Notes Due 2026
Debt Instrument [Line Items]
Aggregate principal amount	$ 236,000
Interest rate	2.95%		2.95%
Conversion rate	0.04
Conversion price (in usd per share) \| $ / shares	$ 25
Threshold percentage of stock price trigger	130.00%
Threshold trading days \| day	20
Threshold consecutive trading days \| day	30
Redemption price, percentage	100.00%
Secured Notes \| Senior Subordinated Secured Notes Due July 1, 2026
Debt Instrument [Line Items]
Aggregate principal amount						$ 200,000
Charges related to exchange of senior notes upon IPO				$ 42,000

Leases - Narrative (Details) $ in Millions	Dec. 31, 2022 USD ($) segment
Leases [Abstract]
Number of operating leases not yet commenced \| segment	1
Future operating leases payments, not yet commenced \| $	$ 2.4
Lease term	10 years

Balance Sheet Components - Cash, Cash Equivalents and Investments (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Amortized cost	$ 286,903
Gross Unrealized Gains	32
Gross Unrealized Losses	(2,071)
Estimated Fair Value	284,864
Cash Equivalents	39,198
Short-term investments in marketable securities	166,905	$ 0
Long-term investments in marketable securities	$ 78,761	$ 0
Debt Securities, Available-for-Sale, Accrued Interest, after Allowance for Credit Loss, Statement of Financial Position [Extensible Enumeration]	Prepaid expenses and other current assets
Accrued interest	$ 1,000
Level I \| Money market funds
Property, Plant and Equipment [Line Items]
Amortized cost	39,198
Gross Unrealized Gains	0
Gross Unrealized Losses	0
Estimated Fair Value	39,198
Level I \| Money market funds \| Cash Equivalents
Property, Plant and Equipment [Line Items]
Cash Equivalents	39,198
Short-term investments in marketable securities	0
Long-term investments in marketable securities	0
Level II \| U.S. Treasuries
Property, Plant and Equipment [Line Items]
Amortized cost	31,721
Gross Unrealized Gains	0
Gross Unrealized Losses	(317)
Estimated Fair Value	31,404
Level II \| U.S. Treasuries \| Short And Long Term Marketable Securities
Property, Plant and Equipment [Line Items]
Cash Equivalents	0
Short-term investments in marketable securities	23,701
Long-term investments in marketable securities	7,703
Level II \| U.S. government bonds
Property, Plant and Equipment [Line Items]
Amortized cost	77,259
Gross Unrealized Gains	0
Gross Unrealized Losses	(899)
Estimated Fair Value	76,360
Level II \| U.S. government bonds \| Short And Long Term Marketable Securities
Property, Plant and Equipment [Line Items]
Cash Equivalents	0
Short-term investments in marketable securities	52,254
Long-term investments in marketable securities	24,106
Level II \| Commercial paper
Property, Plant and Equipment [Line Items]
Amortized cost	43,126
Gross Unrealized Gains	3
Gross Unrealized Losses	(161)
Estimated Fair Value	42,968
Level II \| Commercial paper \| Short And Long Term Marketable Securities
Property, Plant and Equipment [Line Items]
Cash Equivalents	0
Short-term investments in marketable securities	42,968
Long-term investments in marketable securities	0
Level II \| U.S. Corporate bonds
Property, Plant and Equipment [Line Items]
Amortized cost	95,599
Gross Unrealized Gains	29
Gross Unrealized Losses	(694)
Estimated Fair Value	94,934
Level II \| U.S. Corporate bonds \| Short And Long Term Marketable Securities
Property, Plant and Equipment [Line Items]
Cash Equivalents	0
Short-term investments in marketable securities	47,982
Long-term investments in marketable securities	$ 46,952

Organization, Description of Business and Summary of Significant Accounting Policies - Foreign Currency (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net foreign exchange transaction gains (losses)	$ (2.1)	$ (3.3)	$ (3.1)

Income Taxes - Activities in Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Beginning balance	$ 7,352	$ 3,272	$ 1,232	$ 2,087
Decreases due to tax settlements	(464)	(616)	(1,172)
Decreases due to expirations of statutes of limitations	(93)	(112)	(71)
Additions based on tax positions related to prior year	1,617	2,323	67
Additions based on tax positions related to current year	3,020	445	321
Ending balance	$ 7,352	$ 3,272	$ 1,232

Net (Loss) Income Per Common Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted


	Year Ended December 31,
	2022		2021		2020
	(In thousands, except share and per share data)
Numerator:
Basic and diluted:
Net (loss) income	$	(24,581)	$	10,995	$	4,357
Less: undistributed income allocated to participating securities	—		—		(2,688)
Net (loss) income attributable to common stockholders	$	(24,581)	$	10,995	$	1,669

Denominator:
Basic weighted-average shares used in computing net (loss) income attributable to common stockholders, basic	55,615,385		35,159,757		16,816,178
Weighted average dilutive share equivalents:
Preferred stock, stock options, warrants and RSUs	—		18,734,590		3,370,624
Diluted weighted-average shares used in computing net (loss) income attributable to common stockholders	55,615,385		53,894,347		20,186,802

Net (loss) income per share attributable to common stockholders:
Basic	$	(0.44)	$	0.31	$	0.10
Diluted	$	(0.44)	$	0.20	$	0.08

Schedule of Weighted Average Shares Excluded From Calculation of Diluted Income (Loss) Per Share


	Year Ended December 31,
	2022	2021	2020
Convertible preferred stock	—	—	27,652,451
Options to purchase common stock	2,681,436	1,080,703	1,867,546
Convertible debt	9,440,000	9,440,000	—
Warrants	188,235	—	297,299
Restricted stock units	2,785,510	—	233,782
Total shares excluded from diluted net (loss) income per share	15,095,181	10,520,703	30,051,078

Acquisition (Tables)

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Schedule of Business Acquisitions, by Acquisition

The following table summarizes the total purchase consideration as of the acquisition date:


	January 5, 2022
	(In thousands)
Cash consideration paid on acquisition date	$	37,311
Fair value of deferred consideration payable in cash	10,936
Fair value of contingent consideration payable	547
Fair value of stock consideration	4,190
Total fair value of purchase consideration	$	52,984

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The allocation of the purchase price to the identifiable assets and liabilities based on their estimated fair values as of the acquisition date was as follows:


	January 5, 2022
	(In thousands)
Cash and cash equivalents	$	2,787
Accounts receivable	3,849
Prepaid expenses and other current assets	995
Property and equipment, net	43
Publisher relationships	10,783
Customer relationships	732
Content provider relationships	284
Technology intangibles	9,985
Tradenames	3,704
Accounts payable	(2,571)
Accrued and other liabilities	(2,768)
Deferred tax liability	(5,021)
Net assets acquired	22,802
Goodwill	30,182
Total	$	52,984

Acquisition - Purchase Price, Identifiable Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 05, 2022	Dec. 31, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Goodwill	$ 63,063		$ 32,881	$ 32,881
vi
Business Acquisition [Line Items]
Cash and cash equivalents		$ 2,787
Accounts receivable		3,849
Prepaid expenses and other current assets		995
Property and equipment, net		43
Accounts payable		(2,571)
Accrued and other liabilities		(2,768)
Deferred tax liability		(5,021)
Net assets acquired		22,802
Goodwill		30,182
Total		52,984
vi \| Publisher relationships
Business Acquisition [Line Items]
Intangible assets		10,783
vi \| Customer relationships
Business Acquisition [Line Items]
Intangible assets		732
vi \| Content Provider Relationships
Business Acquisition [Line Items]
Intangible assets		284
vi \| Developed technology
Business Acquisition [Line Items]
Intangible assets		9,985
vi \| Trade names
Business Acquisition [Line Items]
Intangible assets		$ 3,704

Long Term Debt - Revolving Credit Facility (Details)	Nov. 02, 2021 USD ($) Rate	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Jul. 27, 2021
Convertible Notes \| 2.95% Convertible Senior Notes Due 2026
Line of Credit Facility [Line Items]
Interest rate		2.95%		2.95%
2021 Revolving Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 75,000,000
Period prior to maturity date of convertible notes	120 days
Percentage of available commitments	85.00%
Minimum consolidated monthly fixed charge coverage ratio \| Rate	1.00
2021 Revolving Credit Facility \| Minimum
Line of Credit Facility [Line Items]
Commitment fee percentage	0.20%
2021 Revolving Credit Facility \| Maximum
Line of Credit Facility [Line Items]
Commitment fee percentage	0.30%
2021 Revolving Credit Facility \| Base Rate \| Minimum
Line of Credit Facility [Line Items]
Margin rate	1.00%
2021 Revolving Credit Facility \| Base Rate \| Maximum
Line of Credit Facility [Line Items]
Margin rate	1.50%
2021 Revolving Credit Facility \| LIBOR \| Minimum
Line of Credit Facility [Line Items]
Margin rate	1.50%
2021 Revolving Credit Facility \| LIBOR \| Maximum
Line of Credit Facility [Line Items]
Margin rate	2.00%
Letter of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 15,000,000
Revolving Credit Facility
Line of Credit Facility [Line Items]
Borrowings outstanding		$ 0	$ 0
Available borrowing capacity		70,700,000	75,000,000
Deferred financing costs		$ 400,000	$ 500,000

Fair Value Measurements - Financial Assets and Liabilities on Recurring Basis (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial assets	$ 291,153	$ 7,022
Foreign currency forward contract	1,463
Total financial liabilities	$ 1,463
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Accrued and other current liabilities
Foreign currency forward contract
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset	$ 726	741
Cash equivalents and investments
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	284,864
Restricted time deposit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	185	195
Severance pay fund deposits
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	5,378	6,086
Level I
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial assets	39,198	0
Foreign currency forward contract	0
Total financial liabilities	0
Level I \| Foreign currency forward contract
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset	0	0
Level I \| Cash equivalents and investments
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	39,198
Level I \| Restricted time deposit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	0	0
Level I \| Severance pay fund deposits
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	0	0
Level II
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial assets	251,955	7,022
Foreign currency forward contract	1,463
Total financial liabilities	1,463
Level II \| Foreign currency forward contract
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset	726	741
Level II \| Cash equivalents and investments
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	245,666
Level II \| Restricted time deposit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	185	195
Level II \| Severance pay fund deposits
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	5,378	6,086
Level III
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total financial assets	0	0
Foreign currency forward contract	0
Total financial liabilities	0
Level III \| Foreign currency forward contract
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset	0	0
Level III \| Cash equivalents and investments
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	0
Level III \| Restricted time deposit
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	0	0
Level III \| Severance pay fund deposits
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Other assets	$ 0	$ 0

Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Prepaid traffic acquisition costs	$ 23,149	$ 12,471
Prepaid taxes	15,280	7,314
Prepaid software licenses	2,465	2,201
Prepaid insurance	1,503	2,130
Other prepaid expenses and other current assets	4,364	3,757
Total prepaid expenses and other current assets	$ 46,761	$ 27,873

Income Taxes - Components of (Loss) Income From Continuing Operations Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
United States	$ (11,707)	$ (38,175)	$ (8,213)
Foreign	(6,866)	23,640	15,863
(Loss) income before provision (benefit) for income taxes	$ (18,573)	$ (14,535)	$ 7,650

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

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+ Details

Organization, Description of Business and Summary of Significant Accounting Policies - Stock-based Compensation and Severance Pay Asset and Liability (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Defined Contribution Plan, Cost	$ 9.6	$ 8.4	$ 6.6

Organization, Description of Business and Summary of Significant Accounting Policies - Derivative Financial Instruments (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Notional amount of outstanding derivative instruments	$ 44.9	$ 33.5

Segment and Geographic Information - Total Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenue	$ 992,082	$ 1,015,630	$ 767,142
USA
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenue	330,333	372,855	288,789
EMEA
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenue	553,051	523,580	398,923
Other
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenue	$ 108,698	$ 119,195	$ 79,430

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

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+ Details

Segment and Geographic Information - Property, Equipment and Capitalized Software, Net, and Operating Lease ROU Assets, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting, Asset Reconciling Item [Line Items]
Total long-lived assets, net	$ 50,955	$ 28,008
USA
Segment Reporting, Asset Reconciling Item [Line Items]
Total long-lived assets, net	43,191	25,246
EMEA
Segment Reporting, Asset Reconciling Item [Line Items]
Total long-lived assets, net	7,181	2,638
Other
Segment Reporting, Asset Reconciling Item [Line Items]
Total long-lived assets, net	$ 583	$ 124