UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number:
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer |
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(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No
As of November 6, 2023, the registrant had
EVERBRIDGE, INC. AND SUBSIDIARIES
FORM 10-Q
TABLE OF CONTENTS
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Page |
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PART I. |
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3 |
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Item 1. |
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Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3. |
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46 |
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Item 4. |
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PART II. |
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48 |
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Item 1. |
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Item 1A. |
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48 |
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Item 2. |
Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Repurchases of Equity Securities |
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48 |
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Item 3. |
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48 |
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Item 4. |
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Item 5. |
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Item 6. |
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2
PART I—FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements (Unaudited).
EVERBRIDGE, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(in thousands, except share data)
(unaudited)
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September 30, 2023 |
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December 31, 2022 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Restricted cash |
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Accounts receivable, net |
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Prepaid expenses |
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Assets held for sale |
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Deferred costs and other current assets |
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Total current assets |
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Property and equipment, net |
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Capitalized software development costs, net |
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Goodwill |
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Intangible assets, net |
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Restricted cash |
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Prepaid expenses |
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Deferred costs and other assets |
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Total assets |
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$ |
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$ |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Accounts payable |
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$ |
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$ |
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Accrued payroll and employee related liabilities |
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Accrued expenses |
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Deferred revenue |
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Liabilities held for sale |
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Other current liabilities |
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Total current liabilities |
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Long-term liabilities: |
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Deferred revenue, noncurrent |
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Convertible senior notes |
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Deferred tax liabilities |
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Other long-term liabilities |
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Total liabilities |
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Stockholders' equity: |
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Preferred stock, par value $ |
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Common stock, $ |
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Additional paid-in capital |
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Accumulated deficit |
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Accumulated other comprehensive loss |
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Total stockholders’ equity |
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Total liabilities and stockholders’ equity |
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$ |
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$ |
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See accompanying notes to condensed consolidated financial statements.
3
EVERBRIDGE, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(in thousands, except share and per share data)
(unaudited)
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Three Months Ended |
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Nine Months Ended |
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2023 |
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2022 |
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2023 |
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2022 |
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Revenue |
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$ |
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$ |
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$ |
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$ |
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Cost of revenue |
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Gross profit |
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Operating expenses: |
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Sales and marketing |
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Research and development |
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General and administrative |
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Restructuring |
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Total operating expenses |
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Operating loss |
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Other income (expense), net |
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Interest and investment income |
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Interest expense |
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Gain (loss) on extinguishment of convertible notes, capped call modification and change in fair value |
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Other income (expense), net |
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Total other income (expense), net |
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Income (loss) before income taxes |
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(Provision for) benefit from income taxes |
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Net income (loss) |
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$ |
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$ |
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$ |
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$ |
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Net income (loss) per share attributable to common stockholders: |
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Basic |
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$ |
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$ |
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$ |
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Diluted |
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$ |
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$ |
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$ |
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$ |
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Weighted-average common shares outstanding: |
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Basic |
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Diluted |
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See accompanying notes to condensed consolidated financial statements.
4
EVERBRIDGE, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Comprehensive Loss
(in thousands)
(unaudited)
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Three Months Ended |
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Nine Months Ended |
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2023 |
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2022 |
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2023 |
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2022 |
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Net income (loss) |
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$ |
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$ |
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$ |
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$ |
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Other comprehensive loss: |
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Foreign currency translation adjustment, net of taxes |
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Total comprehensive loss |
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$ |
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$ |
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$ |
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$ |
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See accompanying notes to condensed consolidated financial statements.
5
EVERBRIDGE, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Stockholders’ Equity
(in thousands, except share data)
(unaudited)
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Common stock |
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Additional |
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Accumulated |
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Accumulated- |
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Shares |
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Par value |
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capital |
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deficit |
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loss |
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Total |
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Balance at December 31, 2022 |
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$ |
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$ |
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$ |
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$ |
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$ |
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Stock-based compensation |
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— |
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— |
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— |
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— |
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Vesting of restricted stock units and performance-based |
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— |
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— |
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— |
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— |
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— |
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Stock award shares withheld to settle employee tax |
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— |
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— |
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— |
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Exercise of stock options |
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— |
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— |
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— |
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Issuance of shares under employee stock purchase plan |
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— |
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— |
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— |
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Other comprehensive income |
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— |
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— |
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— |
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— |
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Net loss |
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— |
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— |
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— |
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( |
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— |
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Balance at March 31, 2023 |
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( |
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Stock-based compensation |
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— |
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— |
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— |
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— |
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Vesting of restricted stock units and performance-based |
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— |
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— |
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— |
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Stock award shares withheld to settle employee tax |
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( |
) |
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— |
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( |
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— |
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— |
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( |
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Exercise of stock options |
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— |
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— |
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— |
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Other comprehensive income |
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— |
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— |
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— |
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— |
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Net loss |
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— |
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— |
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— |
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( |
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— |
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( |
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Balance at June 30, 2023 |
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( |
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( |
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Stock-based compensation |
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— |
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— |
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— |
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— |
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Vesting of restricted stock units and performance-based |
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— |
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— |
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— |
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— |
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— |
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Stock award shares withheld to settle employee tax |
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( |
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— |
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( |
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— |
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— |
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Exercise of stock options |
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— |
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— |
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— |
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Issuance of shares under employee stock purchase plan |
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— |
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— |
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— |
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Other comprehensive loss |
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— |
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— |
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— |
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— |
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( |
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( |
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Net income |
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— |
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— |
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— |
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— |
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Balance at September 30, 2023 |
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$ |
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$ |
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$ |
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$ |
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$ |
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6
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Common stock |
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Additional |
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Accumulated |
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Accumulated- |
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Shares |
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Par value |
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capital |
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deficit |
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loss |
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Total |
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Balance at December 31, 2021 |
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$ |
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$ |
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$ |
( |
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$ |
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$ |
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Cumulative effect of adoption of |
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— |
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— |
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( |
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— |
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( |
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Stock-based compensation |
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— |
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— |
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— |
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— |
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Vesting of restricted stock units and performance-based |
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— |
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— |
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— |
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Stock award shares withheld to settle employee tax |
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( |
) |
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— |
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( |
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— |
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— |
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( |
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Exercise of stock options |
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— |
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— |
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— |
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Issuance of shares under employee stock purchase plan |
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— |
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— |
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— |
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Other comprehensive loss |
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— |
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— |
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— |
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— |
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( |
) |
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( |
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Net loss |
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— |
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— |
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— |
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( |
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— |
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( |
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Balance at March 31, 2022 |
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