XML 42 R31.htm IDEA: XBRL DOCUMENT
v3.24.1.u1

Fair Value (Tables) | 3 Months Ended
--- | ---
Mar. 31, 2024
Fair Value Disclosures [Abstract] |
Schedule of Fair Value Measurements of Liabilities Measured at Fair Value on Recurring Basis | The following tables summarize the fair value measurements of assets and liabilities that are measured at fair value on a recurring basis.
| Fair Value Measurement as of March 31, 2024
| Level 1 |  | Level 2 |  | Level 3 |  | Total Fair Value
Assets |  |  |  |  |  |  |
Money market mutual funds | $ | 158,354 |  |  | $ | — |  |  | $ | — |  |  | $ | 158,354 |
Debt securities: |  |  |  |  |  |  |
U.S. Treasuries | 35,819 |  |  | — |  |  | — |  |  | 35,819 |
Obligations of states, municipalities and political subdivisions | — |  |  | 18,545 |  |  | — |  |  | 18,545 |
Corporate bonds | — |  |  | 52,413 |  |  | — |  |  | 52,413 |
Residential and commercial mortgage-backed securities | — |  |  | 24,173 |  |  | — |  |  | 24,173 |
Other loan-backed and structured securities | — |  |  | 3,166 |  |  | — |  |  | 3,166 |
| $ | 194,173 |  |  | $ | 98,297 |  |  | $ | — |  |  | $ | 292,470 |
Liabilities |  |  |  |  |  |  |
Contingent consideration - business combinations (1) | $ | — |  |  | $ | — |  |  | $ | 4,576 |  |  | $ | 4,576 |
Private warrant liability | — |  |  | — |  |  | 1,576 |  |  | 1,576 |
Embedded derivatives | — |  |  | — |  |  | 26,648 |  |  | 26,648 |
| $ | — |  |  | $ | — |  |  | $ | 32,800 |  |  | $ | 32,800 |
| Fair Value Measurement as of December 31, 2023
| Level 1 |  | Level 2 |  | Level 3 |  | Total Fair Value
Assets |  |  |  |  |  |  |
Money market mutual funds | $ | 165,744 |  |  | $ | — |  |  | $ | — |  |  | $ | 165,744 |
Debt securities: |  |  |  |  |  |  |
U.S. Treasuries | 43,696 |  |  | — |  |  | — |  |  | 43,696 |
Obligations of states, municipalities and political subdivisions | — |  |  | 17,420 |  |  | — |  |  | 17,420 |
Corporate bonds | — |  |  | 50,041 |  |  | — |  |  | 50,041 |
Residential and commercial mortgage-backed securities | — |  |  | 24,601 |  |  | — |  |  | 24,601 |
Other loan-backed and structured securities | — |  |  | 3,418 |  |  | — |  |  | 3,418 |
| $ | 209,440 |  |  | $ | 95,480 |  |  | $ | — |  |  | $ | 304,920 |
Liabilities |  |  |  |  |  |  |
Contingent consideration - business combinations (2) | $ | — |  |  | $ | — |  |  | $ | 18,455 |  |  | $ | 18,455 |
Private warrant liability | — |  |  | — |  |  | 1,151 |  |  | 1,151 |
Embedded derivatives | — |  |  | — |  |  | 28,131 |  |  | 28,131 |
| $ | — |  |  | $ | — |  |  | $ | 47,737 |  |  | $ | 47,737 |
______________________________________ (1)The Condensed Consolidated Balance Sheets include $1.3 million in accrued expenses and other current liabilities and $3.3 million in other liabilities as of March 31, 2024, for contingent consideration related to business combinations. (2)The Condensed Consolidated Balance Sheets include $14.8 million in accrued expenses and other current liabilities and $3.7 million in other liabilities as of December 31, 2023, for contingent consideration related to business combinations.
Schedule of Level 3 Items Measured at Fair Value on a Recurring Basis | The changes for Level 3 items measured at fair value on a recurring basis using significant unobservable inputs are as follows:
| Contingent Consideration - Business Combinations |  | Embedded Derivatives |  | Private Warrant Liability
Fair value as of December 31, 2023 | $ | 18,455 |  |  | $ | 28,131 |  |  | $ | 1,151 |
Settlements | (14,930) |  |  | — |  |  | — |
Change in fair value, loss (gain) included in net loss(1) | 1,051 |  |  | (1,483) |  |  | 425 |
Fair value as of March 31, 2024 | $ | 4,576 |  |  | $ | 26,648 |  |  | $ | 1,576 |
| Contingent Consideration - Business Combinations |  | Contingent Consideration - Earnout |  | Private Warrant Liability
Fair value as of December 31, 2022 | $ | 24,546 |  |  | $ | 44 |  |  | $ | 707 |
Settlements | (194) |  |  | — |  |  | — |
Change in fair value, loss (gain) included in net loss(1) | (154) |  |  | — |  |  | (345) |
Fair value as of March 31, 2023 | $ | 24,198 |  |  | $ | 44 |  |  | $ | 362 |
______________________________________ (1)Changes in fair value of contingent consideration related to business combinations are included in general and administrative expenses in the unaudited condensed consolidated statements of operations. Changes in fair value of the earnout contingent consideration and private warrant liability are disclosed separately in the unaudited condensed consolidated statements of operations. Changes in the fair value of the embedded derivatives are included in change in fair value of derivatives in the unaudited condensed consolidated statements of operations.

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 Tabular disclosure of liabilities, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, by class that are measured at fair value on a recurring basis. The disclosures contemplated herein include the fair value measurements at the reporting date by the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3). Where the quoted price in an active market for the identical liability is not available, the Level 1 input is the quoted price of an identical liability when traded as an asset. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482106/820-10-50-2 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482106/820-10-50-2 + Details
Name: | us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of the fair value measurement of liabilities using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets), and gains or losses recognized in other comprehensive income (loss) and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs) by class of liability. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c) -SubTopic 10 -Topic 820 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482106/820-10-50-2 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482106/820-10-50-3 + Details
Name: | us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration