Second Quarter 2026 Financial Highlights:
- Revenue was
$55.2 million , a decrease of 9% from$60.8 million in Q2 2025. - Net Loss was
$(7.5) million , or (14)% of revenue, compared to$(9.3) million , or (15)% of revenue in Q2 2025. - Adjusted Net Income was
$7.5 million , compared to$9.7 million in Q2 2025. - Adjusted EBITDA was
$14.6 million , or 26% of revenue, compared to$18.7 million , or 31% of revenue in Q2 2025. - Cash Flow from Operations was
$11.5 million in the quarter. - Unlevered Free Cash Flow was
$11.6 million in the quarter.
"
Recent Business and Operating Highlights:
Customer Wins
In the second quarter,
- A diversified-business customer returned to
Definitive Healthcare in a six-figure, three-year win-back enterprise agreement. This win reinforces a recurring theme: customers who believe a lower-cost alternative will be "good enough" ultimately recognize that the cost of an inferior dataset outweighs the savings, validating the business value our data and products deliver and reaffirming that our focus on data quality and service, rather than price, is the right path forward. - One long-standing population-intelligence customer expanded from an initial test into a total activation commitment of several hundred thousand dollars, illustrating that activation growth is now being driven not only by new direct customers but also by rising adoption and spend across our agency ecosystem, which gives us a broader, more scalable path forward.
Business Outlook
Based on information as of
Third Quarter 2026:
- Revenue is expected to be in the range of
$54.0 –$55.0 million . - Adjusted Operating Income is expected to be in the range of
$10.5 –$11.5 million . - Adjusted EBITDA is expected to be in the range of
$13.5 –$14.5 million , and 25% – 27% adjusted EBITDA Margin. - Adjusted Net Income is expected to be
$5.5 –$6.5 million . - Adjusted Net Income Per Diluted Share is expected to be $0.04 to
$0.05 per share on approximately 145.1 million weighted-average shares outstanding.
Full Year 2026:
- Revenue is expected to be in the range of
$220.0 –$222.0 million - Adjusted Operating Income is expected to be in the range of
$45.5 –$47.5 million . - Adjusted EBITDA is expected to be in the range of
$57.0 –$59.0 million , and 26% – 27% adjusted EBITDA Margin. - Adjusted Net Income is expected to be
$27.0 –$29.0 million . - Adjusted Net Income Per Diluted Share is expected to be $0.18 to
$0.20 per share on approximately 144.6 million weighted-average shares outstanding.
We do not provide a quantitative reconciliation of the forward-looking non-GAAP financial measures included in this press release to the most directly comparable GAAP measures due to the high variability and difficulty in predicting certain items excluded from these non-GAAP financial measures; in particular, the effects of equity-based compensation expense, taxes and amounts under the tax receivable agreement, deferred tax assets and deferred tax liabilities, and transaction, integration, and restructuring expenses. We expect the variability of these excluded items may have a significant and potentially unpredictable impact on our future GAAP financial results.
Conference Call Information
About
Forward-Looking Statements
This press release includes forward-looking statements that reflect our current views with respect to future events and financial performance. Such statements are provided under the “safe harbor” protection of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that do not relate solely to historical or current facts, and can generally be identified by words or phrases written in the future tense and/or preceded by words such as “likely,” “will,” “should,” “may,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “assumes,” “would,” “potentially” or similar words or variations thereof, or the negative thereof, references to future periods, or by the inclusion of forecasts or projections, but these terms are not the exclusive means of identifying such statements. Examples of forward-looking statements include, but are not limited to, statements we make regarding our outlook, financial guidance, the benefits of our healthcare commercial intelligence solutions, our overall future prospects, customer behaviors and use of our solutions, the market, industry and macroeconomic environment, our plans to improve our operational and financial performance and our business, our ability to execute on our plans, customer growth, including our upsell and cross-sell opportunities, and our ability to successfully transition executive leadership.
Forward-looking statements in this press release are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include the following: global geopolitical tension and difficult macroeconomic conditions; actual or potential changes in international, national, regional and local economic, business and financial conditions, including tariffs, sanctions, trade barriers, recessions, fluctuating inflation, high interest rates, volatility in the capital markets and related market uncertainty; our inability to acquire new customers and generate additional revenue from existing customers; our inability to generate sales of subscriptions to our platform or any decline in demand for our platform and the data we offer; the competitiveness of the market in which we operate and our ability to compete effectively; the failure to maintain and improve our platform, or develop new modules or insights for healthcare commercial intelligence; the inability to obtain and maintain accurate, comprehensive or reliable data, which could result in reduced demand for our platform; the loss of our access to our data providers; the failure to respond to advances in healthcare commercial intelligence; an inability to attract new customers and expand subscriptions of current customers; our ability to successfully transition executive leadership; and the possibility that our security measures are breached or unauthorized access to data is otherwise obtained.
Additional factors or events that could cause our actual performance to differ from these forward-looking statements may emerge from time to time, and it is not possible for us to predict all of them. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, our actual financial condition, results of operations, future performance and business may vary in material respects from the performance projected in these forward-looking statements.
For additional discussion of factors that could impact our operational and financial results, refer to our Quarterly Report on Form 10-Q for the three months ended
All information in this press release speaks only as of the date on which it is made. We undertake no obligation to publicly update this information, whether as a result of new information, future developments or otherwise, except as may be required by law.
Website
Non-GAAP Financial Measures
This earnings release contains financial measures that have not been prepared in accordance with
These non-GAAP financial measures are not required by or prepared in accordance with GAAP. These are supplemental financial measures of our performance and should not be considered substitutes for cash provided by operating activities, loss from operations, net loss, net income margin, gross profit, gross margin, or any other measure derived in accordance with GAAP.
Reconciliations to Certain Non-GAAP Measures
Unlevered Free Cash Flow
We define Unlevered Free Cash Flow as net cash provided by operating activities less purchases of property, equipment and data assets, plus cash interest expense, and cash payments related to transaction, integration, and restructuring related expenses, earnouts, and other non-core items paid in cash. Unlevered Free Cash Flow does not represent residual cash flow available for discretionary expenditures since, among other things, we have mandatory debt service requirements.
EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin
We define EBITDA as earnings before debt-related costs, including interest expense (income), net, and loss on partial extinguishment of debt, income taxes and depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted to exclude certain items of a significant or unusual nature, including other income, net, equity-based compensation, transaction, integration, and restructuring expenses, goodwill impairments and other non-core expenses. Adjusted EBITDA Margin is defined as Adjusted EBITDA as a percentage of revenue. Adjusted EBITDA and Adjusted EBITDA Margin are key metrics used by management and our board of directors to assess the profitability of our operations. We believe that Adjusted EBITDA and Adjusted EBITDA Margin provide useful information to help investors to assess our operating performance because these metrics eliminate non-core and unusual items and non-cash expenses, which we do not consider indicative of ongoing operational performance. We believe that these metrics are helpful to investors in measuring the profitability of our operations on a consolidated level.
Adjusted Gross Profit and Adjusted Gross Margin
We define Adjusted Gross Profit as gross profit excluding acquisition-related amortization and equity-based compensation costs and Adjusted Gross Margin is defined as Adjusted Gross Profit as a percentage of revenue. Adjusted Gross Profit and Adjusted Gross Margin are key metrics used by management and our board of directors to assess our operations. We exclude acquisition-related depreciation and amortization expenses as they have no direct correlation to the cost of operating our business on an ongoing basis. A small portion of equity-based compensation is included in cost of revenue in accordance with GAAP but is excluded from our Adjusted Gross Profit calculations due to its non-cash nature.
Adjusted Operating Income
We define Adjusted Operating Income as loss from operations plus acquisition related amortization, equity-based compensation, transaction, integration, and restructuring expenses, goodwill impairments and other non-core expenses.
Adjusted Net Income and Adjusted Net Income Per Diluted Share
We define Adjusted Net Income as Adjusted Operating Income less interest expense net, recurring income tax (provision) benefit, foreign currency (loss) gain, and tax impacts of adjustments. We define Adjusted Net Income Per Diluted Share as Adjusted Net Income divided by diluted outstanding shares.
In evaluating our non-GAAP financial measures, you should be aware that in the future we may incur expenses similar to those eliminated in these presentations.
Investor Contact:
ICR for
brian.denyeau@icrinc.com
646-277-1251
Media Contact:
bswackhamer@definitivehc.com
| Condensed Consolidated Balance Sheets | ||||||||
| (in thousands, except number of shares and par value; unaudited) | ||||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 170,866 | $ | 163,627 | ||||
| Short-term investments | 12,729 | 17,262 | ||||||
| Accounts receivable, net | 30,970 | 51,978 | ||||||
| Prepaid expenses and other assets | 13,343 | 11,972 | ||||||
| Deferred contract costs | 12,190 | 12,766 | ||||||
| Total current assets | 240,098 | 257,605 | ||||||
| Property and equipment, net | 14,753 | 12,680 | ||||||
| Operating lease right-of-use assets, net | 4,216 | 5,394 | ||||||
| Other assets | 3,277 | 2,277 | ||||||
| Deferred contract costs | 11,764 | 12,840 | ||||||
| Intangible assets, net | 222,724 | 247,477 | ||||||
| — | 197,219 | |||||||
| Total assets | $ | 496,832 | $ | 735,492 | ||||
| Liabilities and Equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | 4,531 | 3,596 | ||||||
| Accrued expenses and other liabilities | 23,787 | 44,773 | ||||||
| Deferred revenue | 89,342 | 96,989 | ||||||
| Term loan | 8,750 | 8,750 | ||||||
| Operating lease liabilities | 2,654 | 2,679 | ||||||
| Total current liabilities | 129,064 | 156,787 | ||||||
| Long term liabilities: | ||||||||
| Deferred revenue | — | 2,383 | ||||||
| Term loan | 151,885 | 156,085 | ||||||
| Operating lease liabilities | 3,767 | 5,152 | ||||||
| Tax Receivable Agreement liability | 12,034 | 19,212 | ||||||
| Deferred tax liabilities | 11,072 | 14,634 | ||||||
| Other liabilities | 1,145 | 2,247 | ||||||
| Total liabilities | 308,967 | 356,500 | ||||||
| Equity: | ||||||||
| Class A common stock, par value | 106 | 104 | ||||||
| Class B common stock, par value | — | — | ||||||
| Additional paid-in capital | 1,069,701 | 1,061,965 | ||||||
| Accumulated other comprehensive deficit | (1,606 | ) | (1,450 | ) | ||||
| Accumulated deficit | (923,549 | ) | (779,506 | ) | ||||
| Noncontrolling interests | 43,213 | 97,879 | ||||||
| Total equity | 187,865 | 378,992 | ||||||
| Total liabilities and equity | $ | 496,832 | $ | 735,492 | ||||
| Condensed Consolidated Statements of Operations | |||||||||||||||
| (in thousands, except share amounts and per share data; unaudited) | |||||||||||||||
| Three Months Ended | Six Months Ended | ||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Revenue | $ | 55,195 | $ | 60,750 | $ | 111,124 | $ | 119,941 | |||||||
| Cost of revenue: | |||||||||||||||
| Cost of revenue exclusive of amortization (1) | 9,418 | 8,800 | 18,773 | 18,941 | |||||||||||
| Amortization | 5,236 | 5,337 | 10,160 | 10,627 | |||||||||||
| Gross profit | 40,541 | 46,613 | 82,191 | 90,373 | |||||||||||
| Operating expenses: | |||||||||||||||
| Sales and marketing (1) | 19,158 | 20,469 | 38,736 | 41,122 | |||||||||||
| Product development (1) | 6,756 | 7,968 | 13,255 | 17,269 | |||||||||||
| General and administrative (1) | 10,806 | 12,673 | 22,890 | 24,942 | |||||||||||
| Depreciation and amortization | 8,542 | 9,001 | 16,867 | 17,528 | |||||||||||
| Transaction, integration, and restructuring expenses | 2,027 | 672 | 1,262 | 1,937 | |||||||||||
| - | - | 197,219 | 176,531 | ||||||||||||
| Total operating expenses | 47,289 | 50,783 | 290,229 | 279,329 | |||||||||||
| Loss from operations | (6,748 | ) | (4,170 | ) | (208,038 | ) | (188,956 | ) | |||||||
| Other income, net | |||||||||||||||
| Interest expense, net | (1,375 | ) | (1,241 | ) | (2,707 | ) | (1,622 | ) | |||||||
| Other income (expense), net | 326 | (3,398 | ) | 7,159 | 15,790 | ||||||||||
| Total other (expense) income, net | (1,049 | ) | (4,639 | ) | 4,452 | 14,168 | |||||||||
| Net loss before income taxes | (7,797 | ) | (8,809 | ) | (203,586 | ) | (174,788 | ) | |||||||
| Benefit from (provision for) income taxes | 345 | (456 | ) | 3,780 | 10,430 | ||||||||||
| Net loss | (7,452 | ) | (9,265 | ) | (199,806 | ) | (164,358 | ) | |||||||
| Less: Net loss attributable to noncontrolling interests | (2,030 | ) | (1,714 | ) | (55,763 | ) | (49,579 | ) | |||||||
| Net loss attributable to | $ | (5,422 | ) | $ | (7,551 | ) | $ | (144,043 | ) | $ | (114,779 | ) | |||
| Net loss per share of Class A common stock: | |||||||||||||||
| Basic and diluted | $ | (0.05 | ) | $ | (0.07 | ) | $ | (1.37 | ) | $ | (1.05 | ) | |||
| Weighted average Class A common stock outstanding: | |||||||||||||||
| Basic and diluted | 105,810,516 | 106,815,740 | 105,245,928 | 109,782,640 | |||||||||||
| (1) Amounts include equity-based compensation expense as follows: | |||||||||||||||
| Three Months Ended | Six Months Ended | ||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Cost of revenue | $ | 94 | $ | 180 | $ | 176 | $ | 340 | |||||||
| Sales and marketing | 1,053 | 1,038 | 2,004 | 2,217 | |||||||||||
| Product development | 294 | 1,416 | 669 | 3,155 | |||||||||||
| General and administrative | 3,813 | 4,346 | 7,625 | 8,587 | |||||||||||
| Total equity-based compensation expense | $ | 5,254 | $ | 6,980 | $ | 10,474 | $ | 14,299 | |||||||
| Condensed Consolidated Statements of Cash Flows | ||||||||||||||||
| (in thousands; unaudited) | ||||||||||||||||
| Three Months Ended | Six Months Ended | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Cash flows provided by (used in) operating activities: | ||||||||||||||||
| Net loss | $ | (7,452 | ) | $ | (9,265 | ) | $ | (199,806 | ) | $ | (164,358 | ) | ||||
| Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||||||||||||
| Depreciation and amortization | 1,070 | 868 | 2,074 | 1,459 | ||||||||||||
| Amortization of intangible assets | 12,708 | 13,470 | 24,953 | 26,696 | ||||||||||||
| Amortization of deferred contract costs | 3,699 | 3,988 | 7,439 | 7,935 | ||||||||||||
| Equity-based compensation | 5,254 | 6,980 | 10,474 | 14,299 | ||||||||||||
| Amortization of debt issuance costs | 181 | 123 | 340 | 249 | ||||||||||||
| Provision for (recovery of) doubtful accounts receivable | 16 | (179 | ) | (192 | ) | (321 | ) | |||||||||
| Loss on partial extinguishment of debt | — | — | — | 507 | ||||||||||||
| Non-cash restructuring charges | 183 | — | 183 | 192 | ||||||||||||
| — | — | 197,219 | 176,531 | |||||||||||||
| Tax Receivable Agreement remeasurement | (64 | ) | 2,901 | (6,585 | ) | (17,763 | ) | |||||||||
| Changes in fair value of contingent consideration | — | — | — | (690 | ) | |||||||||||
| Deferred income taxes | (465 | ) | 398 | (4,002 | ) | (10,609 | ) | |||||||||
| Changes in operating assets and liabilities: | ||||||||||||||||
| Accounts receivable | 7,964 | 5,523 | 21,223 | 15,874 | ||||||||||||
| Prepaid expenses and other assets | 3,073 | 1,453 | (949 | ) | (4,230 | ) | ||||||||||
| Deferred contract costs | (2,919 | ) | (2,465 | ) | (5,787 | ) | (6,259 | ) | ||||||||
| Accounts payable, accrued expenses, and other liabilities | (1,964 | ) | (3,400 | ) | (13,537 | ) | (12,145 | ) | ||||||||
| Deferred revenue | (9,828 | ) | (11,091 | ) | (10,027 | ) | 8,003 | |||||||||
| Net cash provided by operating activities | 11,456 | 9,304 | 23,020 | 35,370 | ||||||||||||
| Cash flows (used in) provided by investing activities: | ||||||||||||||||
| Purchases of property, equipment, and data assets | (2,942 | ) | (2,293 | ) | (6,144 | ) | (9,999 | ) | ||||||||
| Purchases of short-term investments | — | (52,065 | ) | (12,500 | ) | (64,065 | ) | |||||||||
| Maturities of short-term investments | 7,845 | 44,196 | 17,326 | 147,447 | ||||||||||||
| Net cash provided by (used in) investing activities | 4,903 | (10,162 | ) | (1,318 | ) | 73,383 | ||||||||||
| Cash flows (used in) provided by financing activities: | ||||||||||||||||
| Repayments of term loan | (2,187 | ) | (2,188 | ) | (4,375 | ) | (248,438 | ) | ||||||||
| Proceeds from term loan | — | — | — | 175,000 | ||||||||||||
| Payments of debt issuance costs | — | — | — | (1,660 | ) | |||||||||||
| Taxes paid related to net share settlement of equity awards | (520 | ) | (609 | ) | (1,446 | ) | (2,483 | ) | ||||||||
| Repurchases of Class A common stock | — | (19,076 | ) | — | (40,231 | ) | ||||||||||
| Payments under Tax Receivable Agreement | (315 | ) | — | (8,077 | ) | (13,767 | ) | |||||||||
| Member distributions | — | (2,827 | ) | — | (2,827 | ) | ||||||||||
| Net cash used in financing activities | (3,022 | ) | (24,700 | ) | (13,898 | ) | (134,406 | ) | ||||||||
| Net increase (decrease) in cash and cash equivalents | 13,337 | (25,558 | ) | 7,804 | (25,653 | ) | ||||||||||
| Effect of exchange rate changes on cash and cash equivalents | (119 | ) | 443 | (565 | ) | 1,259 | ||||||||||
| Cash and cash equivalents, beginning of period | 157,648 | 106,099 | 163,627 | 105,378 | ||||||||||||
| Cash and cash equivalents, end of period | $ | 170,866 | $ | 80,984 | $ | 170,866 | $ | 80,984 | ||||||||
| Supplemental cash flow disclosures: | ||||||||||||||||
| Cash paid during the period for: | ||||||||||||||||
| Interest | $ | 2,446 | $ | 2,959 | $ | 4,918 | $ | 5,201 | ||||||||
| Income taxes | $ | 107 | $ | — | $ | 200 | $ | 32 | ||||||||
| Supplemental disclosure of non-cash investing activities: | ||||||||||||||||
| Capital expenditures included in accounts payable and accrued expenses and other liabilities | $ | 2,926 | $ | 4,947 | $ | 2,926 | $ | 4,947 | ||||||||
| Reconciliations of Non-GAAP Financial Measures to Closest GAAP Equivalent | |||||||||||||||
| Reconciliation of GAAP Operating Cash Flow to Unlevered Free Cash Flow | |||||||||||||||
| (in thousands; unaudited) | |||||||||||||||
| Three Months Ended | Six Months Ended | ||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Net cash provided by operating activities | $ | 11,456 | $ | 9,304 | $ | 23,020 | $ | 35,370 | |||||||
| Purchases of property, equipment, and data assets | (2,942 | ) | (2,293 | ) | (6,144 | ) | (9,999 | ) | |||||||
| Interest paid in cash | 2,446 | 2,959 | 4,918 | 5,201 | |||||||||||
| Transaction, integration, and restructuring expenses paid in cash (a) | 344 | 672 | 4,460 | 2,435 | |||||||||||
| Other non-core items paid in cash (b) | 310 | 836 | 3,320 | 1,396 | |||||||||||
| Unlevered Free Cash Flow | $ | 11,614 | $ | 11,478 | $ | 29,574 | $ | 34,403 | |||||||
| (a) Transaction and integration expenses paid in cash primarily represent legal, accounting, and consulting expenses related to our acquisitions. Restructuring expenses paid in cash relate to our restructuring plans. | |||||||||||||||
| (b) Non-core items paid in cash represent expenses driven by events that are typically by nature one-time, non-operational, and unrelated to our core operations. | |||||||||||||||
| Reconciliation of GAAP Net Loss to Adjusted Net Income and | |||||||||||||||
| GAAP Operating Loss to Adjusted Operating Income | |||||||||||||||
| (in thousands, except share and per share amounts; unaudited) | |||||||||||||||
| Three Months Ended | Six Months Ended | ||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Net loss | $ | (7,452 | ) | $ | (9,265 | ) | $ | (199,806 | ) | $ | (164,358 | ) | |||
| Add: Income tax (benefit) provision | (345 | ) | 456 | (3,780 | ) | (10,430 | ) | ||||||||
| Add: Interest expense, net | 1,375 | 1,241 | 2,707 | 1,622 | |||||||||||
| Add: Loss on partial extinguishment from debt | — | — | — | 507 | |||||||||||
| Add: Other (income) expense, net | (326 | ) | 3,398 | (7,159 | ) | (16,297 | ) | ||||||||
| Loss from operations | (6,748 | ) | (4,170 | ) | (208,038 | ) | (188,956 | ) | |||||||
| Add: Amortization of intangible assets acquired through business combinations | 10,997 | 11,321 | 21,805 | 22,410 | |||||||||||
| Add: Equity-based compensation | 5,254 | 6,980 | 10,474 | 14,299 | |||||||||||
| Add: Transaction, integration, and restructuring expenses | 2,027 | 672 | 1,262 | 1,937 | |||||||||||
| Add: | — | — | 197,219 | 176,531 | |||||||||||
| Add: Other non-core items | 310 | 836 | 2,003 | 1,396 | |||||||||||
| Adjusted Operating Income | 11,840 | 15,639 | 24,725 | 27,617 | |||||||||||
| Less: Interest expense, net | (1,375 | ) | (1,241 | ) | (2,707 | ) | (1,622 | ) | |||||||
| Less: Recurring income tax benefit (provision) | 345 | (456 | ) | 218 | (104 | ) | |||||||||
| Less: Foreign currency gain (loss) | 262 | (497 | ) | 574 | (1,466 | ) | |||||||||
| Less: Tax impacts of adjustments to net loss | (3,559 | ) | (3,769 | ) | (6,780 | ) | (7,777 | ) | |||||||
| Adjusted Net Income | $ | 7,513 | $ | 9,676 | $ | 16,030 | $ | 16,648 | |||||||
| Shares for Adjusted Net Income Per Diluted Share (a) | 143,964,049 | 145,675,930 | 143,459,263 | 148,721,063 | |||||||||||
| Adjusted Net Income Per Share | $ | 0.05 | $ | 0.07 | $ | 0.11 | $ | 0.11 | |||||||
| (a) Diluted Adjusted Net Income Per Share is computed by giving effect to all potential weighted average Class A common stock and any securities that are convertible into Class A common stock, including Definitive OpCo units and restricted stock units. The dilutive effect of outstanding awards and convertible securities is reflected in diluted earnings per share by application of the treasury stock method assuming proceeds from unrecognized compensation as required by GAAP. Fully diluted shares are 165,263,337 and 158,527,020 as of | |||||||||||||||
| Reconciliation of GAAP Gross Profit and Margin to Adjusted Gross Profit and Margin | ||||||||||||||||||||||||
| (in thousands, except percentages; unaudited) | ||||||||||||||||||||||||
| Three Months Ended | Six Months Ended | |||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||||
| (in thousands) | Amount | % of Revenue | Amount | % of Revenue | Amount | % of Revenue | Amount | % of Revenue | ||||||||||||||||
| Reported gross profit and margin | $ | 40,541 | 73 | % | $ | 46,613 | 77 | % | $ | 82,191 | 74 | % | $ | 90,373 | 75 | % | ||||||||
| Amortization of intangible assets acquired through business combinations | 3,525 | 6 | % | 3,188 | 5 | % | 7,012 | 6 | % | 6,341 | 5 | % | ||||||||||||
| Equity compensation costs | 94 | 0 | % | 180 | 0 | % | 176 | 0 | % | 340 | 0 | % | ||||||||||||
| Adjusted gross profit and margin | $ | 44,160 | 80 | % | $ | 49,981 | 82 | % | $ | 89,379 | 80 | % | $ | 97,054 | 81 | % | ||||||||
| Reconciliation of GAAP Net Loss and Margin to Adjusted EBITDA and Margin | |||||||||||||||||||||||||||||
| (in thousands, except percentages; unaudited) | |||||||||||||||||||||||||||||
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||||||
| Amount | % of Revenue | Amount | % of Revenue | Amount | % of Revenue | Amount | % of Revenue | ||||||||||||||||||||||
| Net loss and margin | $ | (7,452 | ) | (14 | )% | $ | (9,265 | ) | (15 | )% | $ | (199,806 | ) | (180 | )% | $ | (164,358 | ) | (137 | )% | |||||||||
| Interest expense, net | 1,375 | 2 | % | 1,241 | 2 | % | 2,707 | 2 | % | 1,622 | 1 | % | |||||||||||||||||
| (Benefit from) provision for income taxes | (345 | ) | (1 | )% | 456 | 1 | % | (3,780 | ) | (3 | )% | (10,430 | ) | (9 | )% | ||||||||||||||
| Loss on partial extinguishment of debt | — | 0 | % | — | 0 | % | — | 0 | % | 507 | 0 | % | |||||||||||||||||
| Depreciation & amortization | 13,778 | 25 | % | 14,338 | 24 | % | 27,027 | 24 | % | 28,155 | 23 | % | |||||||||||||||||
| EBITDA and margin | 7,356 | 13 | % | 6,770 | 11 | % | (173,852 | ) | (156 | )% | (144,504 | ) | (120 | )% | |||||||||||||||
| Other income, net (a) | (326 | ) | (1 | )% | 3,398 | 6 | % | (7,159 | ) | (6 | )% | (16,297 | ) | (14 | )% | ||||||||||||||
| Equity-based compensation (b) | 5,254 | 10 | % | 6,980 | 11 | % | 10,474 | 9 | % | 14,299 | 12 | % | |||||||||||||||||
| Transaction, integration, and restructuring expenses (c) | 2,027 | 4 | % | 672 | 1 | % | 1,262 | 1 | % | 1,937 | 2 | % | |||||||||||||||||
| — | 0 | % | — | 0 | % | 197,219 | 177 | % | 176,531 | 147 | % | ||||||||||||||||||
| Other non-core items (e) | 310 | 1 | % | 836 | 1 | % | 2,003 | 2 | % | 1,396 | 1 | % | |||||||||||||||||
| Adjusted EBITDA and margin | $ | 14,621 | 26 | % | $ | 18,656 | 31 | % | $ | 29,947 | 27 | % | $ | 33,362 | 28 | % | |||||||||||||
| (a) Primarily represents foreign exchange and Tax Receivable Agreement liability remeasurement gains and losses. | |||||||||||||||||||||||||||||
| (b) Equity-based compensation represents non-cash compensation expense recognized in association with equity awards made to employees and directors. | |||||||||||||||||||||||||||||
| (c) Transaction and integration expenses consist primarily of legal, accounting, consulting, and other costs incurred in connection with acquisitions and strategic partnerships, including fair value adjustments related to contingent consideration. For the periods presented, these expenses include a first quarter 2026 adjustment from the favorable settlement of a significant data contract terminated in 2025 in connection with the integration of a prior acquisition, and a second quarter 2026 adjustment related to the settlement of an earnout matter. Restructuring expenses consist primarily of severance and other employee separation benefits under the Company’s restructuring plans, as well as impairment and other charges related to office closures, relocations, and consolidations. | |||||||||||||||||||||||||||||
| Three Months Ended | Six Months Ended | ||||||||||||||
| (in thousands) | 2026 | 2025 | 2025 | 2026 | |||||||||||
| Merger and acquisition due diligence and transaction costs | $ | 1,844 | $ | 270 | $ | 2,196 | $ | 1,448 | |||||||
| Integration costs | — | 402 | (2,169 | ) | 959 | ||||||||||
| Fair value adjustment for contingent consideration | — | — | — | (690 | ) | ||||||||||
| Restructuring charges for severance and other separation costs | — | — | 1,052 | 28 | |||||||||||
| Office closure and relocation restructuring charges and impairments | 183 | — | 183 | 192 | |||||||||||
| Total transaction, integration and restructuring expenses | $ | 2,027 | $ | 672 | $ | 1,262 | $ | 1,937 | |||||||
| (d) | |||||||||||||||
| (e) Other non-core items represent expenses driven by events that are typically by nature one-time, non-operational, and/or unrelated to our core operations. These expenses are comprised of non-core legal, regulatory and advisory costs isolated to unique and extraordinary litigation, legal, regulatory, and other matters that are not considered normal and recurring business activity, including professional fees in connection with the evaluation of strategic, financial, tax, and capital structure alternatives. Other non-core items also include consulting fees and severance costs associated with strategic transition initiatives, as well as other non-core items. | |||||||||||||||
| Three Months Ended | Six Months Ended | ||||||||||||||
| (in thousands) | 2026 | 2025 | 2025 | 2026 | |||||||||||
| Non-core legal, regulatory, and advisory | $ | 279 | $ | (22 | ) | $ | 1,955 | $ | 31 | ||||||
| Consulting and severance costs for strategic transition initiatives | — | 790 | — | 958 | |||||||||||
| Other non-core expenses | 31 | 68 | 48 | 407 | |||||||||||
| Total other non-core items | $ | 310 | $ | 836 | $ | 2,003 | $ | 1,396 | |||||||
