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Income Taxes
 6 Months Ended
Jun. 30, 2023
Income Tax Disclosure [Abstract]  
Income Tax Disclosure
13. Income Taxes
Our tax provision for interim periods is determined using an estimated annual effective tax rate, adjusted for discrete items arising in interim periods.
The Company had an income tax expense for the three months ended June 30, 2023 of $5.7 million (on a pre-tax loss of $4.3 million resulting in an effective tax rate of (132.6)%) compared to income tax expense of $5.4 million (on pre-tax income of $30.1 million resulting in an effective tax rate of 18.0%) for the three months ended June 30, 2022.
The difference in the effective tax rate of (132.6)% in the three months ended June 30, 2023, as compared to 18.0% in the three months ended June 30, 2022, is due to the pre-tax loss and the tax impact of impairments in the three months ended June 30, 2023 and out-of-period adjustments. See Note 1 in the Notes to the Unaudited Consolidated Financial Statements.
The Company had an income tax expense for the six months ended June 30, 2023 of $8.1 million (on a pre-tax loss of $6.7 million resulting in an effective tax rate of (120.6)%) compared to income tax expense of $8.6 million (on pre-tax income of $65.9 million resulting in an effective tax rate of 13.1%) for the six months ended June 30, 2022.
The difference in the effective tax rate of (120.6)% in the six months ended June 30, 2023, as compared to 13.1% in the six months ended June 30, 2022, is due to the pre-tax loss and the tax benefit of impairments offset by an increase in valuation allowance, increase in uncertain tax positions, lower share-based compensation windfalls and out-of-period adjustments in 2023. See Note 1 in the Notes to the Unaudited Consolidated Financial Statements.
It is reasonably possible that over the next twelve months the amount of unrecognized tax benefits may decrease by up to $2.3 million based on expected settlements.
Tax Receivables Agreement
In connection with the Tax Receivable Agreement (“TRA”), the Company is required to make cash payments to Stagwell Media LP (“Stagwell Media”) equal to 85% of certain U.S. federal, state and local income tax or franchise tax savings, if any, that we actually realize, or in certain circumstances are deemed to realize, as a result of (i) increases in the tax basis of OpCo’s assets resulting from exchanges of Paired Units (defined in Note 10) for shares of Class A Common Stock or cash, as applicable, and (ii) certain other tax benefits related to us making payments under the TRA. The TRA liability is an estimate and actual amounts payable under the TRA could differ from this estimate.
In the first quarter of 2022, the Company had its first exchange of Paired Units for shares of Class A Common Stock and recorded its initial TRA liability. Further exchanges were made in subsequent quarters in 2022. No exchanges were made in the first half of 2023. As of June 30, 2023, the Company has recorded a TRA liability of $28.7 million and an associated deferred tax asset of $33.8 million.