Restructuring and Other Related Charges

12 Months Ended

Dec. 31, 2023

Restructuring and Related Activities [Abstract]

In December 2021, the Company's Board approved a restructuring plan (“Plan”) designed to advance the Company’s operating model, streamline its business, improve efficiency, and enhance its capital resources. As part of the first phase of the Plan, the Company reduced headcount by eliminating positions in certain areas of its organization. The first phase of the Plan began and was substantially completed during the three months ended March 31, 2022.

In May 2022, the Board approved additional actions related to the Plan through the year ending December 31, 2025. This second phase of the Plan consisted primarily of headcount-related reductions and was designed to achieve the same objectives as the first phase of the Plan.

On August 3, 2023, the Board approved additional cost reduction and restructuring actions (the "2023 Actions") to seek to drive higher levels of Adjusted EBITDA while maintaining the Company's long-term growth potential. The Company has incurred and expects to continue to incur restructuring charges in connection with the 2023 Actions, and anticipates that these charges will consist primarily of charges related to employee transition and severance payments, employee benefits and retention related payments, and share-based compensation, with a significantly smaller amount of charges relating to vendor contract termination and rationalization actions.

In connection with the Plan (including the 2023 Actions), the Company recorded $17.3 million and $13.3 million in “Restructuring and other related charges” in the consolidated statement of operations for the years ended December 31, 2023 and 2022.

The main categories of charges are in the following areas:

•Employee costs – include severance, related benefits, and retention pay costs incurred as a result of eliminating positions in certain areas of the Company. For the years ended December 31, 2023 and 2022, severance-related costs were $11.7 million and $9.5 million, respectively. In total, there were approximately 270 employees, across multiple functions, whose positions were made redundant. The $2.6 million current portion of the restructuring liability at December 31, 2023 is included in "Accrued wages and payroll taxes" in the consolidated balance sheet and is expected to be paid within the next 12 months. The $0.5 million non-current portion is included in "Other long-term liabilities" in the consolidated balance sheet and is expected to be paid within the next 24 months.

•Real estate rationalization costs – includes costs to align the real estate footprint with the Company’s needs. The Company vacated its Chicago office space and abandoned the underlying leases during June 2023. In September 2023, the Company vacated its Brussels office and terminated the lease effective September 30, 2023. The Company accrued contract termination fees of $1.4 million and $0.3 million for the Chicago office and Brussels office, respectively. The Company also made the decision to terminate its Brussels warehouse lease, effective July 31, 2024, and accrued $0.2 million in settlement costs. The $1.2 million current portion of the restructuring liability at December 31, 2023 is included in "Other accrued expenses" in the consolidated balance sheet and is expected to be paid within the next 12 months. The $0.7 million non-current portion is included in "Long-term lease liabilities" in the consolidated balance sheet and is expected to be paid within the next 16 months. In conjunction with the abandonment of the Chicago lease and termination of the Brussels lease, the underlying right-of-use assets and liabilities were written off and a $0.3 million gain and $0.1 million loss, respectively, were recorded related to rent concessions and tenant improvement allowances for restructuring. The Company wrote off $0.7 million and $0.6 million of fixed assets in its Chicago and Brussels leased office space, respectively (See Note 9, Property and Equipment, net).

•Product and services optimization costs – includes costs to discontinue products and services that are no longer advancing the Company's operating model. In June 2023, the Company discontinued its investments in its Digipass CX product and incurred $1.5 million of write-offs for capitalized software. The charges were recorded in "Restructuring and other related charges" on the consolidated statements of operations for the year ended December 31, 2023.

•Vendor rationalization costs – includes costs for contractually committed services the Company is no longer utilizing or deriving benefit. For the year ended December 31, 2023, these costs totaled $1.2 million, and are included in "Restructuring and other related charges" on the consolidated statements of operations.

•Impairment of intangibles – include impaired Dealflo customer relationships where the carrying value exceeded the fair value for the year ended December 31, 2022. The Company recorded a $3.8 million impairment charge on the entire remaining value of the asset during the year ended December 31, 2022. The charge is included in “Restructuring and other related charges” on the consolidated statements of operations and is included in "Operating income" of the Security Solutions reportable operating segment (See Note 8, Intangible Assets).

The table below sets forth the changes in the carrying amount of the restructuring charge liability for the year ended December 31, 2023.


(In thousands)	Employee Costs		Real Estate Rationalization		Total
Balance as of December 31, 2021	$	—	$	—	$	—
Additions	9,482		—		9,482
Payments	(5,886)		—		(5,886)
Balance as of December 31, 2022	3,596		—		3,596
Additions	11,703		1,885		13,588
Payments	(12,169)		—		(12,169)
Balance as of December 31, 2023	$	3,130	$	1,885	$	5,015