XML 25 R14.htm IDEA: XBRL DOCUMENT
v3.24.2

Financial Instruments and Fair Value | 6 Months Ended
--- | ---
Jun. 30, 2024
Fair Value Disclosures [Abstract] |
Financial Instruments and Fair Value | Financial Instruments and Fair Value Cash, Cash Equivalents and Marketable Securities The Company's investments in marketable debt securities, which consist of U.S. Treasury bills, are classified and accounted for as available-for-sale. The Company classifies its marketable debt securities as either short-term or long-term based on each instrument's underlying contractual maturity date. Unrealized gains and losses on marketable debt securities classified as available-for-sale are recognized in Accumulated other comprehensive income (loss) in the Condensed Consolidated Balance Sheets until realized. The Company's cash, cash equivalents, and marketable securities by significant investment category are as follows:
| Amortized Cost |  | Unrealized Gains |  |  |  | Fair Value |  | Cash and Cash Equivalents |  | Marketable Securities
Balance at June 30, 2024 |  |  |  |  |  |  |  |  |  |  |
Cash |  |  |  |  |  |  |  |  | $ | 148,574 |  |  | $ | — |
Level 1(1): |  |  |  |  |  |  |  |  |  |  |
Money market funds |  |  |  |  |  |  |  |  | 18,686 |  |  | — |
U.S. Treasury securities | $ | 129,607 |  |  | $ | 18 |  |  |  |  | $ | 129,625 |  |  | 22,662 |  |  | 106,963 |
Total Level 1 | 129,607 |  |  | 18 |  |  |  |  | 129,625 |  |  | 41,348 |  |  | 106,963 |
Total | $ | 129,607 |  |  | $ | 18 |  |  |  |  | $ | 129,625 |  |  | $ | 189,922 |  |  | $ | 106,963 |
| Amortized Cost |  | Unrealized Gains |  |  |  | Fair Value |  | Cash and Cash Equivalents |  | Marketable Securities
Balance at December 31, 2023 |  |  |  |  |  |  |  |  |  |  |
Cash |  |  |  |  |  |  |  |  | $ | 221,980 |  |  | $ | — |
Level 1(1): |  |  |  |  |  |  |  |  |  |  |
Money market funds |  |  |  |  |  |  |  |  | 13,906 |  |  | — |
U.S. Treasury securities | $ | 242,228 |  |  | $ | 42 |  |  |  |  | $ | 242,270 |  |  | 176,732 |  |  | 65,538 |
Total Level 1 | 242,228 |  |  | 42 |  |  |  |  | 242,270 |  |  | 190,638 |  |  | 65,538 |
Total | $ | 242,228 |  |  | $ | 42 |  |  |  |  | $ | 242,270 |  |  | $ | 412,618 |  |  | $ | 65,538 |
(1)Level 1 – Quoted prices in active markets for identical assets and liabilities. Investments, Assets Designated for Retirement and Pension Plans and Associated Liabilities The Company has a U.S. non-qualified deferred compensation plan that consists primarily of U.S. marketable securities and mutual funds. The aggregate cost basis for these investments was $42.8 million and $37.2 million as of June 30, 2024, and December 31, 2023, respectively. The Company also maintains a pension plan for certain current and former employees in Germany. The pensions are individually fixed Euro amounts that vary depending on the function and the eligible years of service of the employee. The Company’s investment strategy is to support its pension obligations through reinsurance contracts. The BaFin—German Federal Financial Supervisory Authority—supervises the insurance companies and the reinsurance contracts. The BaFin requires each reinsurance contract to guarantee a fixed minimum return. The Company’s pension benefits are fully reinsured by group insurance contracts with ERGO Lebensversicherung AG, and the group insurance contracts are measured in accordance with BaFin guidelines (including mortality tables and discount rates) which are considered Level 2 inputs. The following tables provide a summary of the fair value measurements for each major category of investments, assets designated for retirement and pension plans and associated liabilities measured at fair value:
|  |  |  | Balance Sheet Classification
|  |  |  | Current Assets |  |  |  | Non-Current Assets |  | Current Liabilities |  | Non-current Liabilities
|  | Fair Value |  | Other Current Assets |  |  |  | Assets Designated for Retirement and Pension Plans |  | Investments |  | Other Current Liabilities |  | Retirement and Pension Plans
Balance at June 30, 2024 |  |  |  |  |  |  |  |  |  |  |  |  |  |
Measured on a recurring basis: |  |  |  |  |  |  |  |  |  |  |  |  |  |
Level 1(1): |  |  |  |  |  |  |  |  |  |  |  |  |  |
U.S. non-qualified deferred compensation plan |  | $ | 55,927 |  |  | $ | — |  |  |  |  | $ | — |  |  | $ | 55,927 |  |  | $ | — |  |  | $ | — |
Level 2(2): |  |  |  |  |  |  |  |  |  |  |  |  |  |
Retirement and pension plan assets |  | 12,030 |  |  | 1,251 |  |  |  |  | 10,779 |  |  | — |  |  | — |  |  | — |
Pension benefit obligation |  | (13,993) |  |  | — |  |  |  |  | — |  |  | — |  |  | (1,251) |  |  | (12,742) |
Total Level 2 |  | (1,963) |  |  | 1,251 |  |  |  |  | 10,779 |  |  | — |  |  | (1,251) |  |  | (12,742) |
Total |  | $ | 53,964 |  |  | $ | 1,251 |  |  |  |  | $ | 10,779 |  |  | $ | 55,927 |  |  | $ | (1,251) |  |  | $ | (12,742) |
|  |  | Balance Sheet Classification
|  |  | Current Assets |  |  |  | Non-Current Assets |  | Current Liabilities |  | Non-current Liabilities
| Fair Value |  | Other Current Assets |  |  |  | Assets Designated for Retirement and Pension Plans |  | Investments |  | Other Current Liabilities |  | Retirement and Pension Plans
Balance at December 31, 2023 |  |  |  |  |  |  |  |  |  |  |  |  |
Measured on a recurring basis: |  |  |  |  |  |  |  |  |  |  |  |  |
Level 1(1): |  |  |  |  |  |  |  |  |  |  |  |  |
U.S. non-qualified deferred compensation plan | $ | 47,287 |  |  | $ | — |  |  |  |  | $ | — |  |  | $ | 47,287 |  |  | $ | — |  |  | $ | — |
Level 2(2): |  |  |  |  |  |  |  |  |  |  |  |  |
Retirement and pension plan assets | 12,394 |  |  | 1,289 |  |  |  |  | 11,105 |  |  | — |  |  | — |  |  | — |
Pension benefit obligation | (14,416) |  |  | — |  |  |  |  | — |  |  | — |  |  | (1,289) |  |  | (13,127) |
Total Level 2 | (2,022) |  |  | 1,289 |  |  |  |  | 11,105 |  |  | — |  |  | (1,289) |  |  | (13,127) |
Total | $ | 45,265 |  |  | $ | 1,289 |  |  |  |  | $ | 11,105 |  |  | $ | 47,287 |  |  | $ | (1,289) |  |  | $ | (13,127) |
(1)Level 1 – Quoted prices in active markets for identical assets and liabilities. (2)Level 2 – Quoted prices in active markets for similar assets and liabilities, or other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Contingent Consideration and Compensation The former owners of certain of the Company's acquired businesses are eligible to receive additional cash consideration based on the attainment of certain operating metrics in the periods subsequent to acquisition. Contingent consideration and compensation are valued using significant inputs that are not observable in the market, which are defined as Level 3 inputs pursuant to fair value measurement accounting. The Company determines the fair value of contingent consideration and compensation using a variation of the income approach, known as the real options method. The significant unobservable inputs utilized in the real options method include (1) revenue forecasts; (2) operating expense forecasts; (3) the discount rate; and (4) volatility. The following table provides a reconciliation of the beginning and ending balance of Level 3 liabilities for the six months ended June 30, 2024:
|  |  |  | Earnout |  | Contingent Compensation
Balance at December 31, 2023 |  |  |  | $ | (38,601) |  |  | $ | (18,878) |
Earnout accretion |  |  |  | (935) |  |  | — |
Compensation expense |  |  |  | — |  |  | (5,273) |
Fair value adjustment |  |  |  | (1,211) |  |  | — |
Payments |  |  |  | — |  |  | 4,821 |
Foreign currency translation |  |  |  | 1,047 |  |  | 990 |
Balance at June 30, 2024 |  |  |  | $ | (39,700) |  |  | $ | (18,340) |
Earnout accruals of $39.7 million and $38.6 million were recorded within Non-current liabilities - Other non-current liabilities as of June 30, 2024, and December 31, 2023, respectively. Contingent compensation accruals of $4.0 million and $6.0 million are recorded within Current liabilities - Accrued salaries and benefits as of June 30, 2024, and December 31, 2023, respectively, and contingent compensation accruals of $14.4 million and $12.9 million are recorded within Non-current liabilities - Accrued salaries and benefits as of June 30, 2024, and December 31, 2023, respectively. Goodwill Goodwill represents the difference between the purchase price of acquired businesses and the related fair value of the net assets acquired, which is accounted for by the acquisition method of accounting. The Company performs assessments of the carrying value of goodwill at least annually and whenever events occur or circumstances indicate that a carrying amount of goodwill may not be recoverable. During the three months ended June 30, 2024, an interim goodwill impairment evaluation was conducted to determine the fair value of the Company's reporting units. As a result of this evaluation, the Company recorded impairment charges in the On-Demand Talent and Europe reporting units of $14.8 million and $1.5 million, respectively. The fair value of the reporting units is valued using significant inputs that are not observable in the market which are defined as Level 3 inputs pursuant to fair value measurement accounting. The Company determines the fair value of its reporting units using discounted cash flow models. Other Investments The Company holds an equity investment that does not have a readily determinable fair value for which the Company uses the measurement alternative prescribed in FASB Accounting Standards Codification Topic 321, Investments-Equity Securities. As of June 30, 2024, the Company held equity investments under the measurement alternative of $11.0 million which are presented in Other non-current assets in the Condensed Consolidated Balance Sheets. There were no impairments or changes resulting from observable transactions for these investments in the three and six months ended June 30, 2024 and no adjustments have been made to the carrying values as of June 30, 2024. There were no equity investments as of December 31, 2023.

X
- References No definition available. + Details
Name: | us-gaap_FairValueDisclosuresAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- 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 Reference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 107 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482078/820-10-55-107 Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 100 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482078/820-10-55-100 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(3) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2E -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (g) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 940 -SubTopic 820 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147478119/940-820-50-1 + Details
Name: | us-gaap_FairValueDisclosuresTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration