0001595974-23-000018 | 10-Q | XBRL Viewer

Lease Obligations (Tables)

3 Months Ended

Mar. 31, 2023

Schedule of Maturity of Lease Liabilities

The maturity of the Company's lease liabilities associated with leases included in the lease liability and ROU asset were as follows as of March 31, 2023 (in thousands):


Fiscal Year
Remaining 2023	$	19,311
2024	22,299
2025	14,487
2026	12,020
2027	7,431
Thereafter	21,011
Total lease payments (undiscounted)	96,559
Less: imputed interest	(14,091)
Lease liabilities—total (discounted)	$	82,468

Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Total	$ 703,450
Less: Current portion	(3,600)	$ (3,600)
Total non-current debt	674,036	722,757
Convertible Senior Notes \| Convertible Debt
Debt Instrument [Line Items]
Long-term debt, gross	349,750	400,000
Debt instrument, unamortized discount and debt issuance costs	(5,931)	(7,355)
Total	343,819	392,645
Term Loan B Facility \| Secured Debt
Debt Instrument [Line Items]
Long-term debt, gross	353,700	354,600
Debt instrument, unamortized discount and debt issuance costs	(19,883)	(20,888)
Total	333,817	333,712
Total non-current debt	$ 333,817	$ 333,712

Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Statement of Comprehensive Income [Abstract]
Net loss	$ (98,732)	$ (44,593)
Other comprehensive loss:
Foreign currency translation adjustments	367	110
Other comprehensive income	367	110
Comprehensive loss	$ (98,365)	$ (44,483)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 50
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22663-107794

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 17: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22658-107794

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580

Reference 25: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669625-108580

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

+ Details

Goodwill, Intangible Assets, Internal Use Software Development Costs, and Capitalized Costs Incurred in Cloud Computing Arrangements - Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Total identifiable intangible assets, gross	$ 540,666	$ 540,666
Total accumulated amortization—intangible assets	(373,594)	(287,165)
Total	167,072	253,501
Developed technology
Finite-Lived Intangible Assets [Line Items]
Total identifiable intangible assets, gross	390,136	390,136
Total accumulated amortization—intangible assets	(254,521)	(184,439)
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Total identifiable intangible assets, gross	136,000	136,000
Total accumulated amortization—intangible assets	(111,984)	(97,316)
In-process research and development
Finite-Lived Intangible Assets [Line Items]
Total identifiable intangible assets, gross	12,730	12,730
Total accumulated amortization—intangible assets	(5,889)	(4,398)
Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Total identifiable intangible assets, gross	900	900
Total accumulated amortization—intangible assets	(675)	(562)
Trademarks
Finite-Lived Intangible Assets [Line Items]
Total identifiable intangible assets, gross	900	900
Total accumulated amortization—intangible assets	$ (525)	$ (450)

Net Loss Per Share (Tables)

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Schedule of Net Loss Per Share, Basic and Diluted

The following table presents the basic and diluted net loss per share:


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands, except per share data)
Basic and Diluted Loss Per Share:
Net loss	$	(98,732)	$	(44,593)
Weighted-average common shares outstanding	134,667		132,236


Weighted-average common shares outstanding used to compute net loss per share	134,667		132,236
Basic and diluted loss per share	$	(0.73)	$	(0.34)

Schedule of Antidilutive Securities Excluded from Computation of Diluted Net Loss Per Share

The following weighted-average shares have been excluded from the calculation of diluted net loss per share attributable to common stockholders for each period presented because they are anti-dilutive:


	Three Months Ended
	March 31, 2023	March 31, 2022
	(in thousands)
Options to purchase common stock	1,742	2,593

Unvested restricted stock units	1,738	2,415
Unvested performance stock units	135	152
ESPP shares	17	—
Convertible Senior Notes	6,026	6,262
Total shares excluded from net loss per share	9,658	11,422

Revenue (Tables)

3 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Schedule of Revenue Recognized on a Net Basis and on a Gross Basis

The following table presents the Company's revenue recognized on a net basis and on a gross basis for the three months ended March 31, 2023 and 2022:


	Three Months Ended
	March 31, 2023				March 31, 2022
	(in thousands, except percentages)
Revenue:
Net basis	$	107,457	83	%	$	100,076	85	%
Gross basis	22,693		17		17,999		15
Total	$	130,150	100	%	$	118,075	100	%

Summary of Disaggregation of Revenue

The following table presents the Company's revenue by channel for the three months ended March 31, 2023 and 2022:


	Three Months Ended
	March 31, 2023				March 31, 2022
	(in thousands, except percentages)
Channel:
CTV	$	59,050	45	%	$	51,440	44	%
Mobile	48,184		37		39,029		33
Desktop	22,916		18		27,606		23
Total	$	130,150	100	%	$	118,075	100	%

The following table presents the Company's revenue disaggregated by geographic location, based on the location of the Company's sellers for the three months ended March 31, 2023 and 2022:


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands)
United States	$	97,156	$	90,408

International	32,994		27,667
Total	$	130,150	$	118,075

Accounts Receivable, Allowance for Credit Loss

The following is a summary of activity in the allowance for doubtful accounts for the three months ended March 31, 2023 and 2022:


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands)
Allowance for doubtful accounts, beginning balance	$	1,092	$	3,475

Write-offs	(16)		—
Increase (decrease) in provision for expected credit losses	586		(1,466)
Recoveries of previous write-offs	—		87
Allowance for doubtful accounts, ending balance	$	1,662	$	2,096

Debt (Tables)

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Schedule of Long-term Debt

Long term debt as of March 31, 2023 and December 31, 2022 consisted of the following:


	March 31, 2023		December 31, 2022
	(in thousands)
Convertible Senior Notes	$	349,750	$	400,000
Less: Unamortized debt issuance cost	(5,931)		(7,355)
Net	343,819		392,645
Term Loan B Facility	353,700		354,600
Less: Unamortized discount and debt issuance cost	(19,883)		(20,888)
Net	333,817		333,712
Less: Current portion	(3,600)		(3,600)
Total non-current debt	$	674,036	$	722,757

Schedule of Maturities of Long-term Debt

Maturities of the principal amount of the Company's long-term debt as of March 31, 2023 are as follows (in thousands):


Fiscal Year
Remaining 2023	2,700
2024	3,600
2025	3,600
2026	353,350
2027	3,600
Thereafter	336,600
Total	$	703,450

Amortization expense for the Company's debt issuance costs related to the Convertible Senior Notes for the fiscal years 2023 through 2026 is as follows (in thousands):


Fiscal Year	Debt Issuance Costs
Remaining 2023	1,499
2024	2,001
2025	2,001
2026	430
Total	$	5,931

Amortization expense for the Term Loan B Facility debt discount and debt issuance costs for fiscal years 2023 through 2028 is as follows (in thousands):


Fiscal Year	Debt Discount		Debt Issuance Costs
Remaining 2023	$	1,171	$	1,829
2024	1,548		2,416
2025	1,532		2,391
2026	1,516		2,366
2027	1,500		2,341
Thereafter	498		775
Total	$	7,765	$	12,118

Interest Income and Interest Expense Disclosure

The following table sets forth interest expense related to the Convertible Senior Notes for the three months ended March 31, 2023 and 2022 (in thousands, except interest rates):


	Three Months Ended
	March 31, 2023			March 31, 2022

Contractual interest expense	$	241		$	250
Amortization of debt issuance costs	551			572
Total interest expense	$	792		$	822
Effective interest rate	0.82		%	0.82		%

The following table sets forth interest expense related to the Term Loan B Facility for the three months ended March 31, 2023 and 2022 (in thousands, except interest rates):


	Three Months Ended
	March 31, 2023			March 31, 2022

Contractual interest expense	$	8,436		$	5,163
Amortization of debt discount	393			397
Amortization of debt issuance costs	612			619
Total interest expense	$	9,441		$	6,179
Effective interest rate	10.65		%	6.98		%

Schedule of Debt

The following table summarizes the amount outstanding under the Term Loan B Facility at March 31, 2023 and December 31, 2022:


	March 31, 2023		December 31, 2022
	(in thousands)
Term Loan B Facility	$	353,700	$	354,600
Unamortized debt discounts	(7,765)		(8,158)
Unamortized debt issuance costs	(12,118)		(12,730)
Debt, net of debt issuance costs	$	333,817	$	333,712

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28541-108399

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21506-112644

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 55
-Paragraph 69B
-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495735-112612

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 55
-Paragraph 69E
-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495743-112612

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21521-112644

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21538-112644

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644

+ Details

Commitments and Contingencies (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Non Cancelable Inventory And Other Services Purchase Commitments Member
Other Commitments [Line Items]
Non-cancelable purchase commitments	$ 42.0
Financial Standby Letter of Credit
Other Commitments [Line Items]
Letters of credit outstanding, amount	$ 5.3	$ 5.3

Debt - Credit Agreement Narrative (Details) - USD ($)	Apr. 30, 2021	Mar. 31, 2023	Jun. 28, 2021	Mar. 31, 2021
Line of Credit Facility [Line Items]
Debt issuance costs, gross	$ 27,700,000			$ 11,400,000
Term Loan B Facility \| Secured Debt
Line of Credit Facility [Line Items]
Aggregate principle amount	$ 360,000,000
Long-term debt, term	7 years
Net proceeds	$ 325,000,000
Interest rate		9.91%
Term Loan B Facility \| Secured Debt \| Debt Discount
Line of Credit Facility [Line Items]
Debt issuance costs, gross	10,800,000
Term Loan B Facility \| Secured Debt \| Deferred Financing Costs
Line of Credit Facility [Line Items]
Debt issuance costs, gross	$ 16,900,000
Term Loan B Facility \| Secured Debt \| Eurodollar
Line of Credit Facility [Line Items]
Variable interest rate	5.00%
Term Loan B Facility \| Secured Debt \| Alternate Base Rate
Line of Credit Facility [Line Items]
Variable interest rate	4.00%
Senior Secured Revolving Credit Facility \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Debt utilization triggering leverage ratio compliance, percent	35.00%
Leverage ratio maximum	3.25
Debt instrument, maturity trigger, outstanding, period prior to maturity date		91 days
Available borrowing capacity		$ 59,700,000
Senior Secured Revolving Credit Facility \| Letter of Credit
Line of Credit Facility [Line Items]
Letters of credit outstanding, amount		$ 5,300,000
Senior Secured Revolving Credit Facility \| Eurodollar \| Minimum \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Variable interest rate	4.25%
Senior Secured Revolving Credit Facility \| Eurodollar \| Maximum \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Variable interest rate	4.75%
Senior Secured Revolving Credit Facility \| Alternate Base Rate \| Minimum \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Variable interest rate	3.25%
Senior Secured Revolving Credit Facility \| Alternate Base Rate \| Maximum \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Variable interest rate	3.75%
Senior Secured Revolving Credit Facility \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 52,500,000		$ 65,000,000
Quarterly payments of principle balance (percent)	0.25%
Aggregate annual payments of principle balance (percent)	1.00%
Incremental Revolver \| Revolving Credit Facility
Line of Credit Facility [Line Items]
Increase in maximum borrowing capacity			12,500,000
Incremental Revolver \| Letter of Credit
Line of Credit Facility [Line Items]
Increase in maximum borrowing capacity			$ 5,000,000

Revenue - Revenue Recognized on a Gross and Net Basis (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 130,150	$ 118,075
Net basis
Disaggregation of Revenue [Line Items]
Revenue	107,457	100,076
Gross basis
Disaggregation of Revenue [Line Items]
Revenue	$ 22,693	$ 17,999
Revenue Benchmark \| Concentration of Basis of Revenue Recognition
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	100.00%	100.00%
Revenue Benchmark \| Concentration of Basis of Revenue Recognition \| Net basis
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	83.00%	85.00%
Revenue Benchmark \| Concentration of Basis of Revenue Recognition \| Gross basis
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	17.00%	15.00%

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Net Loss Per Share - Narrative (Details) - share	3 Months Ended
Net Loss Per Share - Narrative (Details) - share	Mar. 31, 2023	Mar. 31, 2022
Convertible Senior Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Number of shares issuable assuming conversion	5,474,952	6,261,560
Unvested performance stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Performance measurement percentage	100.00%
Performance Shares, Granted in 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Performance measurement percentage	94.00%	121.00%
Performance Shares, Granted in 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Performance measurement percentage	0.00%	0.00%
Performance Shares, Granted in 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Performance measurement percentage	54.00%	51.00%
Performance Shares, Granted in 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Performance measurement percentage	29.00%

Goodwill, Intangible Assets, Internal Use Software Development Costs, and Capitalized Costs Incurred in Cloud Computing Arrangements (Tables)

3 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

The Company’s intangible assets as of March 31, 2023 and December 31, 2022 included the following:


	March 31, 2023		December 31, 2022
	(in thousands)
Amortizable intangible assets:
Developed technology	$	390,136	$	390,136
Customer relationships	136,000		136,000
In-process research and development	12,730		12,730

Non-compete agreements	900		900
Trademarks	900		900
Total identifiable intangible assets, gross	540,666		540,666
Accumulated amortization—intangible assets:
Developed technology	(254,521)		(184,439)
Customer relationships	(111,984)		(97,316)
In-process research and development	(5,889)		(4,398)

Non-compete agreements	(675)		(562)
Trademarks	(525)		(450)
Total accumulated amortization—intangible assets	(373,594)		(287,165)
Total identifiable intangible assets, net	$	167,072	$	253,501

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

The estimated remaining amortization expense associated with the Company's intangible assets was as follows as of March 31, 2023:


Fiscal Year	Amount
	(in thousands)
Remaining 2023	$	116,061
2024	30,134
2025	14,445
2026	6,001
2027	431

Total	$	167,072

Business Combinations - Narrative (Details) - Carbon (AI) Limited and Mode Technologies, Inc. - USD ($) $ in Millions	1 Months Ended
	Feb. 28, 2022	Feb. 28, 2023
Business Acquisition [Line Items]
Purchase price	$ 23.1
Business combination, contingent consideration, liability		$ 2.3

Commitment and Contingencies (Tables)

3 Months Ended

Mar. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Contractual Obligation, Fiscal Year Maturity

As of March 31, 2023, the Company's outstanding non-cancelable contractual obligations with a remaining term of one year or longer consist of the following (in thousands):


Fiscal Year
Remaining 2023	$	3,058
2024	6,953
2025	2,091


Total	$	12,102

Other Balance Sheet Amounts - Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accounts payable—seller	$ 913,047	$ 1,057,556
Accounts payable—trade	21,725	19,387
Accrued employee-related payables	15,633	15,065
Accrued holdback - indemnification claims	0	2,313
Total	$ 950,405	$ 1,094,321

Revenue - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
Revenue - Narrative (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022	Dec. 31, 2021
Revenue from Contract with Customer [Abstract]
Payment terms in days (or less)	75 days
Accounts receivable, allowance for credit loss	$ 1,662	$ 2,096	$ 1,092	$ 3,475
Contra seller payable	1,100		$ 600
Decrease in provision for expected credit losses	(586)	1,466
Increase (decrease) in contra seller payable	500	(900)
Provision for doubtful accounts	$ 67	$ (571)

Commitments and Contingencies

3 Months Ended

Mar. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments

The Company has commitments under non-cancelable operating leases for facilities, certain equipment, and its managed data center facilities (Note 11).

As of March 31, 2023 and December 31, 2022, the Company had $5.3 million and $5.3 million, respectively, of letters of credit associated with office leases available for borrowing, on which there were no outstanding borrowings as of either date.

In the normal course of business, the Company enters into non-cancelable contractual obligations with various parties, primarily related to software services agreements and data center providers that are not included in the Company's lease liability obligations and ROU assets. As of March 31, 2023, the Company's outstanding non-cancelable contractual obligations with a remaining term of one year or longer consist of the following (in thousands):


Fiscal Year
Remaining 2023	$	3,058
2024	6,953
2025	2,091


Total	$	12,102

Additionally, as of March 31, 2023, the Company has an agreement for cloud-managed services containing commitments that are variable in nature. Under this agreement, the Company has a non-cancelable minimum spend commitment from July 2023 to June 2025 based on actual spend, as defined in the agreement, with the third-party provider from July 2022 to June 2023. The estimated non-cancelable minimum annual obligation is approximately $42 million in each twelve-month period (i.e. July 2023 to June 2024 and July 2024 to June 2025), based on spend in the nine months ended March 31, 2023. Per the agreement, the commitment from July 2023 to June 2025 will generally increase as the amount of spend during the period from July 2022 to June 2023 increases. Because the Company expects to continue to spend under this agreement through June 2023, the Company also expects that the minimum future commitment will likely increase as a result of the higher level of spend.

Guarantees and Indemnification

The Company’s agreements with sellers, buyers, and other third parties typically obligate the Company to provide indemnity and defense for losses resulting from claims of intellectual property infringement, damages to property or persons, business losses, or other liabilities. Generally, these indemnity and defense obligations relate to the Company’s own business

operations, obligations, and acts or omissions. However, under some circumstances, the Company agrees to indemnify and defend contract counterparties against losses resulting from their own business operations, obligations, and acts or omissions, or the business operations, obligations, and acts or omissions of third parties. For example, because the Company’s business interposes the Company between buyers and sellers in various ways, buyers often require the Company to indemnify them against acts and omissions of sellers, and sellers often require the Company to indemnify them against acts and omissions of buyers. In addition, the Company’s agreements with sellers, buyers, and other third parties typically include provisions limiting the Company’s liability to the counterparty, and the counterparty’s liability to the Company. These limits sometimes do not apply to certain liabilities, including indemnity obligations. These indemnity and limitation of liability provisions generally survive termination or expiration of the agreements in which they appear. The Company has also entered into indemnification agreements with its directors, executive officers, and certain other officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers, or employees. No material demands have been made upon the Company to provide indemnification under such agreements and there are no claims that the Company is aware of that could have a material effect on the Company’s consolidated financial statements.

Litigation

The Company and its subsidiaries may from time to time be parties to legal or regulatory proceedings, lawsuits and other claims incident to their business activities and to the Company’s status as a public company. Such matters may include, among other things, assertions of contract breach or intellectual property infringement, claims for indemnity arising in the course of the Company’s business, regulatory investigations or enforcement proceedings, and claims by persons whose employment has been terminated. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. Consequently, management is unable to ascertain the ultimate aggregate amount of monetary liability, amounts which may be covered by insurance or recoverable from third parties, or the financial impact with respect to such matters as of March 31, 2023. However, based on management’s knowledge as of March 31, 2023, management believes that the final resolution of these matters known at such date, individually and in the aggregate, will not have a material adverse effect upon the Company’s consolidated financial position, results of operations or cash flows.

Employment Contracts

The Company has entered into severance agreements with certain employees and officers. The Company may be required to pay severance and accelerate the vesting of certain equity awards in the event of involuntary terminations.

Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 19,287	$ 16,589
Cost of revenue
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	468	350
Sales and marketing
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	7,405	5,341
Technology and development
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	5,446	4,717
General and administrative
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	5,825	4,237
Merger, acquisition, and restructuring costs
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 143	$ 1,944

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 236,550	$ 326,254
Accounts receivable, net	875,307	976,506
Prepaid expenses and other current assets	25,098	23,501
TOTAL CURRENT ASSETS	1,136,955	1,326,261
Property and equipment, net	45,641	44,969
Right-of-use lease asset	71,144	78,211
Internal use software development costs, net	23,256	23,671
Intangible assets, net	167,072	253,501
Goodwill	978,217	978,217
Other assets, non-current	7,590	7,383
TOTAL ASSETS	2,429,875	2,712,213
Current liabilities:
Accounts payable and accrued expenses	950,405	1,094,321
Lease liabilities, current	20,878	21,172
Debt, current	3,600	3,600
Other current liabilities	7,467	5,939
TOTAL CURRENT LIABILITIES	982,350	1,125,032
Debt, non-current, net of debt issuance costs	674,036	722,757
Lease liabilities, non-current	61,590	66,331
Deferred tax liability, net	4,708	5,072
Other liabilities, non-current	1,962	1,723
TOTAL LIABILITIES	1,724,646	1,920,915
Commitments and contingencies (Note 12)
STOCKHOLDERS' EQUITY
Preferred stock, $0.00001 par value, 10,000 shares authorized at March 31, 2023 and December 31, 2022; 0 shares issued and outstanding at March 31, 2023 and December 31, 2022	0	0
Common stock, $0.00001 par value; 500,000 shares authorized at March 31, 2023 and December 31, 2022; 135,438 and 134,006 shares issued and outstanding at March 31, 2023 and December 31, 2022	2	2
Additional paid-in capital	1,331,517	1,319,221
Accumulated other comprehensive loss	(2,784)	(3,151)
Accumulated deficit	(623,506)	(524,774)
TOTAL STOCKHOLDERS' EQUITY	705,229	791,298
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 2,429,875	$ 2,712,213

Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Share-based Compensation, Stock Options, Activity

A summary of stock option activity for the three months ended March 31, 2023 is as follows:


	Shares Under Option	Weighted- Average Exercise Price		Weighted- Average Contractual Life	Aggregate Intrinsic Value
	(in thousands)				(in thousands)
Outstanding at December 31, 2022	4,672	$	8.71
Granted	130	$	10.59
Exercised	(303)	$	4.91
Expired	(24)	$	35.81

Outstanding at March 31, 2023	4,475	$	8.88	5.8 years	$	13,756
Exercisable at March 31, 2023	3,551	$	7.39	5.2 years	$	12,905

Schedule of Nonvested Restricted Stock Units Activity

A summary of restricted stock unit activity for the three months ended March 31, 2023 is as follows:


	Number of Shares		Weighted-Average Grant Date Fair Value
	(in thousands)
Restricted stock units outstanding at December 31, 2022	10,000		$	15.06
Granted	6,793		$	10.72
Canceled	(826)		$	13.66
Vested and released	(1,829)		$	14.01
Restricted stock units outstanding at March 31, 2023	14,138	*	$	13.19
Restricted stock units outstanding and unvested	14,120		$	13.20
*At March 31, 2023, outstanding restricted stock units included 18,436 units that were vested but deferred.

Schedule of Nonvested Performance-Based Units Activity

A summary of performance stock units activity for the three months ended March 31, 2023 is as follows:


	Number of Shares	Weighted-Average Grant Date Fair Value
	(in thousands)
Outstanding at December 31, 2022	639	$	19.02
Granted	474	$	13.32


Outstanding at March 31, 2023	1,113	$	16.59

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions

The weighted-average input assumptions used by the Company were as follows:


	Three Months Ended
	March 31, 2023		March 31, 2022
Expected term (in years)	5.0		5.0
Risk-free interest rate	3.99	%	1.63	%
Expected volatility	84	%	79	%
Dividend yield	—	%	—	%

The grant date fair value for the PSUs was estimated using a Monte-Carlo simulation model. The weighted-average input assumptions used by the Company were as follows:


	Three Months Ended
	March 31, 2023		March 31, 2022
Expected term (in years)	3.0		3.0
Risk-free interest rate	4.19	%	1.39	%
Expected volatility of Magnite	94	%	84	%
Expected volatility of selected peer companies	64	%	63	%
Expected correlation coefficients of Magnite	0.62		0.56
Expected correlation coefficients of selected peer companies	0.54		0.52
Dividend yield	—	%	—	%

Schedule of Stock Based Compensation Expense

Total stock-based compensation expense recorded in the condensed consolidated statements of operations was as follows:


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands)
Cost of revenue	$	468	$	350
Sales and marketing	7,405		5,341
Technology and development	5,446		4,717
General and administrative	5,825		4,237
Merger, acquisition, and restructuring costs	143		1,944
Total stock-based compensation expense	$	19,287	$	16,589

Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Treasury Stock
Beginning Balance (in shares) at Dec. 31, 2021		132,553
Beginning Balance, treasury (in shares) at Dec. 31, 2021						(349)
Beginning Balance at Dec. 31, 2021	$ 880,757	$ 2	$ 1,282,589	$ (1,376)	$ (394,451)	$ (6,007)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		311
Exercise of common stock options	1,107		1,107
Issuance of common stock related to RSU vesting (in shares)		783
Shares withheld related to net share settlement (in shares)		(315)
Shares withheld related to net share settlement	(4,260)		(4,260)
Purchase of treasury stock (in shares)						(931)
Purchase of treasury stock	(12,138)					$ (12,138)
Retirement of common stock (in shares)		(1,280)				1,280
Retirement of common stock	0		(18,145)			$ 18,145
Stock-based compensation	16,927		16,927
Other comprehensive income	110			110
Net loss	(44,593)				(44,593)
Ending Balance, treasury (in shares) at Mar. 31, 2022						0
Ending Balance (in shares) at Mar. 31, 2022		132,052
Ending Balance at Mar. 31, 2022	837,910	$ 2	1,278,218	(1,266)	(439,044)	$ 0
Beginning Balance (in shares) at Dec. 31, 2022		134,006
Beginning Balance, treasury (in shares) at Dec. 31, 2022						0
Beginning Balance at Dec. 31, 2022	791,298	$ 2	1,319,221	(3,151)	(524,774)	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		303
Exercise of common stock options	1,486		1,486
Issuance of common stock related to RSU vesting (in shares)		1,829
Shares withheld related to net share settlement (in shares)		(700)
Shares withheld related to net share settlement	(9,046)		(9,046)
Stock-based compensation	19,856		19,856
Other comprehensive income	367			367
Net loss	(98,732)				(98,732)
Ending Balance, treasury (in shares) at Mar. 31, 2023						0
Ending Balance (in shares) at Mar. 31, 2023		135,438
Ending Balance at Mar. 31, 2023	$ 705,229	$ 2	$ 1,331,517	$ (2,784)	$ (623,506)	$ 0

Lease Obligations - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Lessee, Lease, Description [Line Items]
Lease expense	$ 6.5	$ 5.6
Short-term lease expense	0.2	0.3
Variable lease cost	0.9	0.5
Sublease income	$ 1.3	$ 1.3
Weighted average discount rate	6.13%		6.11%
Weighted average remaining lease term	5 years 6 months		5 years 7 months 6 days
Minimum
Lessee, Lease, Description [Line Items]
Term of lease contract	1 year
Maximum
Lessee, Lease, Description [Line Items]
Term of lease contract	10 years
Company Office, San Francisco CA
Lessee, Lease, Description [Line Items]
Operating lease not yet commenced, amount	$ 2.3
Operating lease not yet commenced, term of contract	10 years

Revenue

3 Months Ended

Mar. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue

For the majority of transactions on the Company's platform, the Company reports revenue on a net basis as it does not act as the principal in the purchase and sale of digital advertising inventory because it does not have control of the digital advertising inventory and does not set prices agreed upon within the auction marketplace. For certain advertising campaigns that are transacted through insertion orders, the Company reports revenue on a gross basis, based primarily on its determination that the Company acts as the primary obligor in the delivery of advertising campaigns for buyers with respect to such transactions.

The following table presents the Company's revenue recognized on a net basis and on a gross basis for the three months ended March 31, 2023 and 2022:


	Three Months Ended
	March 31, 2023				March 31, 2022
	(in thousands, except percentages)
Revenue:
Net basis	$	107,457	83	%	$	100,076	85	%
Gross basis	22,693		17		17,999		15
Total	$	130,150	100	%	$	118,075	100	%

The following table presents the Company's revenue by channel for the three months ended March 31, 2023 and 2022:


	Three Months Ended
	March 31, 2023				March 31, 2022
	(in thousands, except percentages)
Channel:
CTV	$	59,050	45	%	$	51,440	44	%
Mobile	48,184		37		39,029		33
Desktop	22,916		18		27,606		23
Total	$	130,150	100	%	$	118,075	100	%

The following table presents the Company's revenue disaggregated by geographic location, based on the location of the Company's sellers for the three months ended March 31, 2023 and 2022:


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands)
United States	$	97,156	$	90,408

International	32,994		27,667
Total	$	130,150	$	118,075

Payment terms are specified in agreements between the Company and the buyers and sellers on its platform. The Company generally bills buyers at the end of each month for the full purchase price of impressions filled in that month. The Company recognizes volume discounts as a reduction of revenue as they are incurred. Specific payment terms may vary by agreement, but are generally 75 days or less. The Company's accounts receivable are recorded at the amount of gross billings to buyers, net of allowances for the amounts the Company is responsible to collect. The Company's accounts payable related to amounts due to sellers are recorded at the net amount payable to sellers (see Note 5). Accordingly, both accounts receivable and accounts payable appear large in relation to revenue reported on a net basis.

Accounts receivable are recorded at the invoiced amount, are unsecured, and do not bear interest. The allowance for doubtful accounts is reviewed quarterly, requires judgment, and is based on the best estimate of the amount of probable credit losses in existing accounts receivable. The Company reviews the status of the then-outstanding accounts receivable on a customer-by-customer basis, taking into consideration the aging schedule of receivables, its historical collection experience, current information regarding the client, subsequent collection history, and other relevant data, in establishing the allowance for doubtful accounts. Accounts receivable is presented net of an allowance for doubtful accounts of $1.7 million at March 31, 2023, and $1.1 million at December 31, 2022. Accounts receivable are written off against the allowance for doubtful accounts when the Company determines amounts are no longer collectible.

The Company reviews the associated payable to sellers for recovery of buyer receivable allowance and write-offs; in some cases, the Company can reduce the payable to sellers. The reduction of seller payables related to recovery of uncollected buyer receivables is netted against allowance expense. The contra seller payables related to recoveries were $1.1 million and $0.6 million as of March 31, 2023 and December 31, 2022, respectively.

The following is a summary of activity in the allowance for doubtful accounts for the three months ended March 31, 2023 and 2022:


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands)
Allowance for doubtful accounts, beginning balance	$	1,092	$	3,475

Write-offs	(16)		—
Increase (decrease) in provision for expected credit losses	586		(1,466)
Recoveries of previous write-offs	—		87
Allowance for doubtful accounts, ending balance	$	1,662	$	2,096

During the three months ended March 31, 2023, the provision for expected credit losses associated with accounts receivable increased by $0.6 million, offset by increases of contra seller payables related to recoveries of uncollected buyer receivables of $0.5 million, which resulted in $0.1 million of bad debt expense. During the three months ended March 31, 2022, the provision for expected credit losses associated with accounts receivable decreased by $1.5 million, offset by decreases of contra seller payables related to recoveries of uncollected buyer receivables of an $0.9 million amount, which resulted in $0.6 million of bad debt expense.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Debt - Maturities of Principle Amount of Long-Term Debt (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Debt Disclosure [Abstract]
Remaining 2023	$ 2,700
2024	3,600
2025	3,600
2026	353,350
2027	3,600
Thereafter	336,600
Total	703,450
Amortization of debt discount and issuance costs	1,600	$ 1,600
Amortization of deferred financing costs	$ 100	$ 100

Stock-Based Compensation - Weighted Average Assumptions (Details) - Unvested performance stock units - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	3 years	3 years
Risk-free interest rate	4.19%	1.39%
Expected volatility of Magnite	94.00%	84.00%
Expected volatility of selected peer companies	64.00%	63.00%
Expected correlation coefficients of Magnite	0.62%	0.56%
Expected correlation coefficients of selected peer companies	0.54%	0.52%
Dividend yield	$ 0	$ 0

Stock-Based Compensation - Performance Stock Units Narrative (Details) - Performance Shares Units $ / shares in Units, $ in Millions	1 Months Ended	3 Months Ended
	Aug. 31, 2021	Mar. 31, 2023 USD ($) tranche project $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance measurement percentage		100.00%
Unrecognized employee stock-based compensation \| $		$ 12.0
Unrecognized employee stock-based compensation, period for recognition		2 years 10 months 24 days
Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years
Number of tranches \| tranche		3
Trailing consecutive trading day performance period \| project		60
Tranche one \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years
Vesting, stock price trigger (in dollars per share)		$ 60.00
Tranche two \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years
Vesting, stock price trigger (in dollars per share)		80.00
Tranche three \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	5 years
Vesting, stock price trigger (in dollars per share)		$ 100.00
Minimum \| Tranche four \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage		0.00%
Maximum \| Tranche four \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights, percentage		150.00%

Revenue - Schedule of Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Allowance for doubtful accounts, beginning balance	$ 1,092	$ 3,475
Write-offs	(16)	0
Increase (decrease) in provision for expected credit losses	586	(1,466)
Recoveries of previous write-offs	0	87
Allowance for doubtful accounts, ending balance	$ 1,662	$ 2,096

Stock-Based Compensation - Stock Based Compensation Expense Narrative (Details)	3 Months Ended
	Mar. 31, 2023 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares reserved (in shares)	14,781,139
Annual percentage increase	5.00%
2014 Employee Stock Purchase Plan \| Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares reserved (in shares)	5,169,575
Annual percentage increase	1.00%

Cover Page - shares	3 Months Ended
Cover Page - shares	Mar. 31, 2023	May 03, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	001-36384
Entity Registrant Name	MAGNITE, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-8881738
Entity Address, Address Line One	1250 Broadway,
Entity Address, Address Line Two	15th Floor
Entity Address, City or Town	New York,
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10001
City Area Code	212
Local Phone Number	243-2769
Title of 12(b) Security	Common stock, par value $0.00001 per share
Trading Symbol	MGNI
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		135,574,532
Entity Central Index Key	0001595974
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-31

Merger, Acquisition, and Restructuring Costs - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Business Acquisition [Line Items]
Acquisition related costs	$ 7,465	$ 6,756
SpotX and Telaria
Business Acquisition [Line Items]
Accrued merger, acquisition, and restructuring costs	$ 2,805		$ 1,222

Stock-Based Compensation

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

Stock Options

A summary of stock option activity for the three months ended March 31, 2023 is as follows:


	Shares Under Option	Weighted- Average Exercise Price		Weighted- Average Contractual Life	Aggregate Intrinsic Value
	(in thousands)				(in thousands)
Outstanding at December 31, 2022	4,672	$	8.71
Granted	130	$	10.59
Exercised	(303)	$	4.91
Expired	(24)	$	35.81

Outstanding at March 31, 2023	4,475	$	8.88	5.8 years	$	13,756
Exercisable at March 31, 2023	3,551	$	7.39	5.2 years	$	12,905

The total intrinsic value of options exercised during the three months ended March 31, 2023 was $1.7 million. At March 31, 2023, the Company had unrecognized employee stock-based compensation expense relating to nonvested stock options of approximately $8.3 million, which is expected to be recognized over a weighted-average period of 2.4 years. Total grant date fair value of options vested during the three months ended March 31, 2023 was $2.2 million.

The Company estimates the fair value of stock options that contain service and/or performance conditions using the Black-Scholes option pricing model. The grant date fair value of options granted during the three months ended March 31, 2023 was $7.27 per share. The weighted-average input assumptions used by the Company were as follows:


	Three Months Ended
	March 31, 2023		March 31, 2022
Expected term (in years)	5.0		5.0
Risk-free interest rate	3.99	%	1.63	%
Expected volatility	84	%	79	%
Dividend yield	—	%	—	%

Restricted Stock Units

A summary of restricted stock unit activity for the three months ended March 31, 2023 is as follows:


	Number of Shares		Weighted-Average Grant Date Fair Value
	(in thousands)
Restricted stock units outstanding at December 31, 2022	10,000		$	15.06
Granted	6,793		$	10.72
Canceled	(826)		$	13.66
Vested and released	(1,829)		$	14.01
Restricted stock units outstanding at March 31, 2023	14,138	*	$	13.19
Restricted stock units outstanding and unvested	14,120		$	13.20
*At March 31, 2023, outstanding restricted stock units included 18,436 units that were vested but deferred.

The weighted-average grant date fair value per share of restricted stock units granted during the three months ended March 31, 2023 was $10.72. The intrinsic value of restricted stock units that vested during the three months ended March 31, 2023 was $23.5 million. At March 31, 2023, the intrinsic value of unvested restricted stock units was $130.7 million. At March 31, 2023, the Company had unrecognized stock-based compensation expense relating to unvested restricted stock units of approximately $167.0 million, which is expected to be recognized over a weighted-average period of 3.1 years.

Performance Stock Units

The Company has granted performance stock units ("PSU") to select executive employees that vest based on share price metrics tied to total shareholder return relative to a peer group over a three-year period. The grant date fair value for such PSUs was estimated using a Monte-Carlo simulation model that incorporates option-pricing inputs covering the period from the grant date through the end of the performance period. Between 0% and 150% of the performance stock units will vest on the third anniversary of the respective grant date.

The Company has additionally granted PSUs to the Company's CEO which are subject to both time-based and performance-based vesting conditions. The PSUs consist of three equal tranches (each, a "Performance Tranche"), based on achievement of a share price condition if the Company achieves share price targets of $60.00, $80.00, and $100.00, respectively, over 60 consecutive trading days during a performance period commencing on August 26, 2022 and ending on August 26, 2026. The grant date fair value for such PSUs was estimated using a Monte-Carlo simulation model that incorporates option-pricing inputs covering the period from the grant date through the end of the performance period. To the extent any of the performance-based requirements are met, the Company's CEO must also provide continued service to the Company through at least August 26, 2024 to receive any shares of common stock underlying the grant and through August 26, 2026 to receive all of the shares of common stock underlying the performance units that have satisfied the applicable performance-based requirement.

Stock-based compensation expense for PSUs is based on a performance measurement of 100%. The compensation expense will not be reversed if the performance metrics are not met.

A summary of performance stock units activity for the three months ended March 31, 2023 is as follows:


	Number of Shares	Weighted-Average Grant Date Fair Value
	(in thousands)
Outstanding at December 31, 2022	639	$	19.02
Granted	474	$	13.32


Outstanding at March 31, 2023	1,113	$	16.59

The grant date fair value for the PSUs was estimated using a Monte-Carlo simulation model. The weighted-average input assumptions used by the Company were as follows:


	Three Months Ended
	March 31, 2023		March 31, 2022
Expected term (in years)	3.0		3.0
Risk-free interest rate	4.19	%	1.39	%
Expected volatility of Magnite	94	%	84	%
Expected volatility of selected peer companies	64	%	63	%
Expected correlation coefficients of Magnite	0.62		0.56
Expected correlation coefficients of selected peer companies	0.54		0.52
Dividend yield	—	%	—	%

As of March 31, 2023, the Company had unrecognized stock-based compensation expense relating to outstanding PSUs of approximately $12.0 million, which will be recognized over a weighted-average period of 2.9 years.

Stock-Based Compensation Expense

Total stock-based compensation expense recorded in the condensed consolidated statements of operations was as follows:


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands)
Cost of revenue	$	468	$	350
Sales and marketing	7,405		5,341
Technology and development	5,446		4,717
General and administrative	5,825		4,237
Merger, acquisition, and restructuring costs	143		1,944
Total stock-based compensation expense	$	19,287	$	16,589

An aggregate of 14,781,139 shares remained available for future grants at March 31, 2023 under the Company's 2014 Equity Incentive Plan. The 2014 Equity Incentive Plan has an evergreen provision pursuant to which the share reserve automatically increased on January 1, 2023 in an amount equal to 5% of the total number of shares of capital stock outstanding on December 31, 2022. This plan expires in November 2023.

As of March 31, 2023, the Company has reserved 5,169,575 shares of its common stock for issuance under the Company's 2014 Employee Stock Purchase Plan ("ESPP"). The ESPP has an evergreen provision pursuant to which the share reserve automatically increased on January 1, 2023 in the amount equal to 1% of the total number of shares of capital stock outstanding on December 31, 2022. This plan expires in April 2024.

Debt - Interest Expense Related to the Term Loan B Facility (Details) - Secured Debt - Term Loan B Facility - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Debt Instrument [Line Items]
Contractual interest expense	$ 8,436	$ 5,163
Amortization of debt discount	393	397
Amortization of debt issuance costs	612	619
Total interest expense	$ 9,441	$ 6,179
Effective interest rate	10.65%	6.98%

Income Taxes	3 Months Ended
Income Taxes	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes In determining quarterly provisions for income taxes, the Company uses the annual estimated effective tax rate applied to the actual year-to-date income. The Company's annual estimated effective tax rate differs from the statutory rate primarily as a result of state taxes, foreign taxes, deductible stock option expenses, nondeductible executive compensation, and changes in the Company's valuation allowance. The Company recorded an income tax benefit of $0.3 million and $2.0 million for the three months ended March 31, 2023 and 2022, respectively. The tax benefit for the three months ended March 31, 2023 and March 31, 2022 is primarily the result of recognizing the benefit of deferred tax assets ("DTAs") previously subject to the domestic valuation allowance and the foreign income tax provision. The Company continues to maintain a partial valuation allowance for the domestic DTAs. On August 16, 2022, President Biden signed the Inflation Reduction Act of 2022 (the “IRA”) into law. The IRA includes a new corporate alternative minimum tax (the “Corporate AMT”) of 15% on the adjusted financial statement income (the “AFSI”) of corporations with average AFSI exceeding $1.0 billion over a three-year period. The Corporate AMT is effective for tax years beginning after December 31, 2022 and is not expected to impact the Company. Additionally, the IRA imposes an excise tax of 1% on the fair market value of net stock repurchases made after December 31, 2022. The impact of this latter provision to the Company will be dependent upon the extent of share repurchases made in future periods. Due to uncertainty as to the realization of benefits from the Company's domestic and certain international DTAs, including net operating loss carryforwards and research and development tax credits, the Company has a partial valuation allowance reserved against such assets. The Company intends to continue to maintain a partial valuation allowance on the DTAs until there is sufficient evidence to support the reversal of all or some additional portion of these allowances. Due to the net operating loss carryforwards, all of the Company's United States federal and a majority of its state returns are open to examination by the Internal Revenue Service and state jurisdictions for all years since inception. For the Netherlands, Malaysia, India, Sweden, and the United Kingdom, all tax years remain open for examination by the local country tax authorities, for France only 2020 and forward are open, for Singapore only 2019 and forward are open for examination, for Australia, Brazil, Germany, and New Zealand 2018 and forward are open for examination, for Canada 2017 and forward are open for examination, and for Japan and Italy 2016 and forward remain open for examination. Pursuant to Section 382 of the Internal Revenue Code, the Company and Telaria, Inc. both underwent ownership changes for tax purposes (i.e. a more than 50% change in stock ownership in aggregated 5% shareholders) on April 1, 2020 due to the Telaria Merger. As a result, the use of our total domestic NOL carryforwards and tax credits generated prior to the ownership change will be subject to annual use limitations under Section 382 and Section 383 of the Code and comparable state income tax laws. The Company believes that the ownership change will not impact our ability to utilize substantially all of our NOLs and state research and development carryforward tax credits to the extent it will generate taxable income that can be offset by such losses. The Company reasonably expects its pre-2021 federal research and development carryforward tax credits will not be recovered prior to expiration. There was no material change to the Company's unrecognized tax benefits in the three months ended March 31, 2023 and the Company does not expect to have any material changes to unrecognized tax benefits through the end of the fiscal year.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (usd per share)	$ 0.00001	$ 0.00001
Preferred stock, shares authorized (in shares)	10,000	10,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (usd per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized (in shares)	500,000	500,000
Common stock, shares, issued (in shares)	135,438	134,006

Other Balance Sheet Amounts

3 Months Ended

Mar. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Other Balance Sheet Amounts

Accounts payable and accrued expenses included the following:


	March 31, 2023		December 31, 2022
	(in thousands)
Accounts payable—seller	$	913,047	$	1,057,556
Accounts payable—trade	21,725		19,387
Accrued employee-related payables	15,633		15,065
Accrued holdback - indemnification claims	—		2,313
Total	$	950,405	$	1,094,321

Merger, Acquisition, and Restructuring Costs

3 Months Ended

Mar. 31, 2023

Restructuring and Related Activities [Abstract]

Merger, Acquisition, and Restructuring Costs

Merger, Acquisition, and Restructuring CostsMerger, acquisition, and restructuring costs consist primarily of professional services fees and employee termination costs, including stock-based compensation charges, associated with the Telaria Merger, the SpotX Acquisition, and restructuring activities.

The following table summarizes merger, acquisition, and restructuring cost activity (in thousands):


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands)
Personnel related (severance and one-time termination benefit costs)	$	3,218	$	717
Loss contracts (facilities related)	2,190		—
Exit costs	1,408		—
Impairment of property and equipment, net	506		—
Non-cash stock-based compensation (double-trigger acceleration and severance)	143		1,944
Impairment costs of abandoned technology	—		3,320
Professional services (investment banking advisory, legal and other professional services)	—		775
Total merger, acquisition, and restructuring costs	$	7,465	$	6,756

During the three months ended March 31, 2023 and 2022, the Company incurred costs of $7.5 million and $6.8 million, respectively, related to restructuring activities as a result of the Company's consolidation of its legacy CTV and SpotX CTV platforms following the SpotX Acquisition. During the three months ended March 31, 2023, these activities included the Company's reduction of its global workforce primarily associated with the elimination of duplicative roles and other costs associated with the the consolidation of its platforms, including loss contracts office facilities the Company does not plan to continue to occupy and impairment charges related to certain assets it no longer plans to utilize. During the three months ended March 31, 2022 the Company incurred costs primarily related to restructuring activities following the SpotX Acquisition.

Accrued restructuring costs related to mergers and acquisitions were $2.8 million and $1.2 million at March 31, 2023 and December 31, 2022, respectively, and were primarily related the Company's consolidation of its platforms as mentioned above and the Telaria Merger. Accrued restructuring costs associated with personnel costs are included within accounts payable and accrued expenses and accruals related to exit costs are included within other current liabilities and other liabilities, non-current on the Company's condensed consolidated balance sheets.


	(in thousands)
Accrued restructuring costs at December 31, 2022	$	1,222
Personnel related and non-cash stock-based compensation	3,361
Loss contracts (facilities related)	2,190
Exit costs	1,408
Impairment of property and equipment, net	506
Cash paid for restructuring costs	(3,043)
Non-cash loss contracts (facilities related)	(2,190)
Non-cash impairments	(506)
Non-cash stock-based compensation	(143)
Accrued restructuring costs at March 31, 2023	$	2,805

Goodwill, Intangible Assets, Internal Use Software Development Costs, and Capitalized Costs Incurred in Cloud Computing Arrangements - Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Fiscal Year
Remaining 2023	$ 116,061
2024	30,134
2025	14,445
2026	6,001
2027	431
Total	$ 167,072	$ 253,501

Debt - Amortization Expense for the Term Loan B Facility Debt Discount and Issuance Costs (Details) - Secured Debt - Term Loan B Facility - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt Discount
Remaining 2023	$ 1,171
2024	1,548
2025	1,532
2026	1,516
2027	1,500
Thereafter	498
Total	7,765	$ 8,158
Debt Issuance Costs
Remaining 2023	1,829
2024	2,416
2025	2,391
2026	2,366
2026	2,341
Thereafter	775
Total	$ 12,118	$ 12,730

Stock-Based Compensation - Stock Options Narrative (Details) - Stock Option $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares
Number of Shares
Intrinsic values of options exercised	$ 1.7
Unrecognized employee stock-based compensation	$ 8.3
Unrecognized employee stock-based compensation, period for recognition	2 years 4 months 24 days
Fair value of options vested in period	$ 2.2
Grant date fair value of options granted (usd per share) \| $ / shares	$ 7.27

Revenue - Revenue Disaggregated by Geographic Location (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 130,150	$ 118,075
United States
Disaggregation of Revenue [Line Items]
Revenue	97,156	90,408
International
Disaggregation of Revenue [Line Items]
Revenue	$ 32,994	$ 27,667

- Definition

+ References

+ Details

Stock-Based Compensation - Performance Stock Units Activity (Details) - Unvested performance stock units shares in Thousands	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Number of Shares
Beginning balance (in shares) \| shares	639
Granted (in shares) \| shares	474
Ending balance (in shares) \| shares	1,113
Weighted-Average Grant Date Fair Value
Beginning balance, nonvested (in dollars per share) \| $ / shares	$ 19.02
Granted (in dollars per share) \| $ / shares	13.32
Ending balance, nonvested (in dollars per share) \| $ / shares	$ 16.59

Condensed Consolidated Statements of Cash Flows $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)
OPERATING ACTIVITIES:
Net loss	$ (98,732)	$ (44,593)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation and amortization	95,795	45,866
Stock-based compensation	19,287	16,589
Impairment of intangible assets	0	3,320
Gain on extinguishment of debt	(8,549)	0
Gain on disposal of property and equipment	(26)	(2)
Provision for doubtful accounts	67	(571)
Amortization of debt discount and issuance costs	1,669	1,700
Non-cash lease expense	34	610
Deferred income taxes	(404)	(1,891)
Unrealized foreign currency (gain) loss, net	(1,463)	458
Other items, net	2,696	0
Changes in operating assets and liabilities, net of effect of business acquisitions:
Accounts receivable	100,142	146,241
Prepaid expenses and other assets	(2,063)	(2,279)
Accounts payable and accrued expenses	(141,068)	(141,312)
Other liabilities	1,722	(2,504)
Net cash (used in) provided by operating activities	(30,893)	21,632
INVESTING ACTIVITIES:
Purchases of property and equipment	(4,404)	(7,184)
Capitalized internal use software development costs	(3,063)	(3,382)
Mergers and acquisitions, net of cash acquired	0	(20,755)
Net cash used in investing activities	(7,467)	(31,321)
FINANCING ACTIVITIES:
Proceeds from exercise of stock options	1,486	1,107
Repayment of debt	(900)	(900)
Repurchase of Convertible Senior Notes	(40,828)	0
Repayment of financing lease	(208)	(197)
Purchase of treasury stock	0	(12,138)
Taxes paid related to net share settlement	(9,046)	(4,260)
Payment of indemnification claims holdback	(2,313)	0
Net cash used in financing activities	(51,809)	(16,388)
EFFECT OF EXCHANGE RATE CHANGES ON CASH, CASH EQUIVALENTS AND RESTRICTED CASH	265	268
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	(89,904)	(25,809)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH — Beginning of period	326,502	230,693
CASH, CASH EQUIVALENTS AND RESTRICTED CASH — End of period	236,598	204,884
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO CONSOLIDATED BALANCE SHEETS
Cash and cash equivalents	236,550	204,589
Restricted cash included in prepaid expenses and other current assets	48	242
Restricted cash included in other assets, non-current	0	53
Total cash, cash equivalents and restricted cash	236,598	204,884
SUPPLEMENTAL DISCLOSURES OF OTHER CASH FLOW INFORMATION:
Cash paid for income taxes	1,547	338
Cash paid for interest	8,987	5,668
Capitalized assets financed by accounts payable and accrued expenses	3,320	372
Capitalized stock-based compensation	569	338
Operating lease right-of-use assets obtained in exchange for operating lease liabilities	271	0
Purchase consideration - indemnification claims holdback	$ 0	$ 2,300

Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Secured Debt \| Term Loan B Facility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Term loan fair value	$ 341,300	$ 333,300
Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	22,636	259,647
Recurring \| Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Convertible notes	$ 282,400	$ 305,000

Business Combinations	3 Months Ended
Business Combinations	Mar. 31, 2023
Business Combination and Asset Acquisition [Abstract]
Business Combinations	Business Combinations 2022 Acquisition—CarbonThe Company completed the acquisition of the business of Carbon (AI) Limited ("Carbon" and such acquisition the "Carbon Acquisition"), a platform that enables publishers to measure, manage, and monetize audience segments, in February 2022 for a total purchase price of $23.1 million in cash. Approximately $2.3 million of the purchase price was held back to cover possible indemnification claims, which was subsequently paid out in February 2023.

Stock-Based Compensation - Valuation Assumptions (Details) - Stock Option	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	5 years	5 years
Risk-free interest rate	3.99%	1.63%
Expected volatility	84.00%	79.00%
Dividend yield	0.00%	0.00%

Merger, Acquisition, and Restructuring Costs (Tables)

3 Months Ended

Mar. 31, 2023

Restructuring and Related Activities [Abstract]

Merger, Acquisition, and Restructuring Costs

The following table summarizes merger, acquisition, and restructuring cost activity (in thousands):


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands)
Personnel related (severance and one-time termination benefit costs)	$	3,218	$	717
Loss contracts (facilities related)	2,190		—
Exit costs	1,408		—
Impairment of property and equipment, net	506		—
Non-cash stock-based compensation (double-trigger acceleration and severance)	143		1,944
Impairment costs of abandoned technology	—		3,320
Professional services (investment banking advisory, legal and other professional services)	—		775
Total merger, acquisition, and restructuring costs	$	7,465	$	6,756


	(in thousands)
Accrued restructuring costs at December 31, 2022	$	1,222
Personnel related and non-cash stock-based compensation	3,361
Loss contracts (facilities related)	2,190
Exit costs	1,408
Impairment of property and equipment, net	506
Cash paid for restructuring costs	(3,043)
Non-cash loss contracts (facilities related)	(2,190)
Non-cash impairments	(506)
Non-cash stock-based compensation	(143)
Accrued restructuring costs at March 31, 2023	$	2,805

Merger, Acquisition, and Restructuring Costs - Accrued Merger and Restructuring Cost Activity (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Restructuring Reserve [Roll Forward]
Impairment of property and equipment, net	$ 506	$ 0
Non-cash impairments	0	(3,320)
Non-cash stock-based compensation	(143)	$ (1,944)
SpotX and Telaria
Restructuring Reserve [Roll Forward]
Accrued restructuring costs at December 31, 2022	1,222
Personnel related and non-cash stock-based compensation	3,361
Loss contracts (facilities related)	2,190
Exit costs	1,408
Impairment of property and equipment, net	506
Cash paid for restructuring costs	(3,043)
Non-cash loss contracts (facilities related)	(2,190)
Non-cash impairments	(506)
Non-cash stock-based compensation	(143)
Accrued restructuring costs at March 31, 2023	$ 2,805

Debt - Interest Expense Related to the Convertible Senior Notes (Details) - Convertible Debt - Convertible Senior Notes - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Debt Instrument [Line Items]
Contractual interest expense	$ 241	$ 250
Amortization of debt issuance costs	551	572
Total interest expense	$ 792	$ 822
Effective interest rate	0.82%	0.82%

Fair Value Measurements - Financial Instruments (Details) - Recurring - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	$ 22,636	$ 259,647
Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	22,636	259,647
Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Significant Unobservable Inputs (Level 3)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	$ 0	$ 0

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Statement [Abstract]
Revenue	$ 130,150	$ 118,075
Expenses:
Cost of revenue	124,828	59,396
Sales and marketing	53,049	50,000
Technology and development	24,215	23,043
General and administrative	21,088	18,704
Merger, acquisition, and restructuring costs	7,465	6,756
Total expenses	230,645	157,899
Loss from operations	(100,495)	(39,824)
Other (income) expense:
Interest expense, net	8,175	7,111
Other income	(1,313)	(1,263)
Foreign exchange loss, net	233	926
Gain on extinguishment of debt	(8,549)	0
Total other (income) expense, net	(1,454)	6,774
Loss before income taxes	(99,041)	(46,598)
Benefit for income taxes	(309)	(2,005)
Net loss	$ (98,732)	$ (44,593)
Net loss per share:
Basic (in dollars per share)	$ (0.73)	$ (0.34)
Diluted (in dollars per share)	$ (0.73)	$ (0.34)
Weighted average shares used to compute net loss per share:
Basic (in shares)	134,667	132,236
Diluted (in shares)	134,667	132,236

Stock-Based Compensation - Restricted Stock Units Narrative (Details) - Restricted Stock Units (RSUs) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share) \| $ / shares	$ 10.72
Fair value of restricted stock vested	$ 23.5
Intrinsic value of nonvested unit	130.7
Unrecognized employee stock-based compensation	$ 167.0
Unrecognized employee stock-based compensation, period for recognition	3 years 1 month 6 days

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value, Assets Measured on Recurring Basis

The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at March 31, 2023:


	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
Cash equivalents	$	22,636	$	22,636	$	—	$	—

The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at December 31, 2022:


	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
Cash equivalents	$	259,647	$	259,647	$	—	$	—

Stock-Based Compensation - Stock Options Outstanding (Details) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Shares Under Option
Beginning balance (in shares) \| shares	4,672
Granted (in shares) \| shares	130
Exercised (in shares) \| shares	(303)
Expired (in shares) \| shares	(24)
Ending balance (in shares) \| shares	4,475
Exercisable (in shares) \| shares	3,551
Weighted- Average Exercise Price
Beginning balance (usd per share) \| $ / shares	$ 8.71
Granted (usd per share) \| $ / shares	10.59
Exercised (usd per share) \| $ / shares	4.91
Expired (usd per share) \| $ / shares	35.81
Ending balance (usd per share) \| $ / shares	8.88
Exercisable (usd per share) \| $ / shares	$ 7.39
Weighted- Average Contractual Life
Outstanding	5 years 9 months 18 days
Exercisable	5 years 2 months 12 days
Aggregate Intrinsic Value
Outstanding \| $	$ 13,756
Exercisable \| $	$ 12,905

Fair Value Measurements

3 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Recurring Fair Value Measurements

Fair value represents the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Observable inputs are based on market data obtained from independent sources. The fair value hierarchy is based on the following three levels of inputs, of which the first two are considered observable and the last one is considered unobservable:

•Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

•Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

•Level 3 – Unobservable inputs.

The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at March 31, 2023:


	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
Cash equivalents	$	22,636	$	22,636	$	—	$	—

The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at December 31, 2022:


	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
Cash equivalents	$	259,647	$	259,647	$	—	$	—

At March 31, 2023 and December 31, 2022, cash equivalents of $22.6 million and $259.6 million, respectively, consisted of money market funds and commercial paper, with original maturities of three months or less. The carrying amounts of cash equivalents are classified as Level 1 or Level 2 depending on whether or not their fair values are based on quoted market prices for identical securities that are traded in an active market.

At March 31, 2023 and December 31, 2022, the Company had Convertible Senior Notes and its Term Loan B Facility (as defined in Note 13) included in its balance sheets. The estimated fair value of the Company's Convertible Senior Notes was $282.4 million and $305.0 million as of March 31, 2023 and December 31, 2022, respectively. The estimated fair value of Convertible Senior Notes is based on market rates and the closing trading price of the Convertible Senior Notes as of March 31, 2023 and December 31, 2022 and is classified as Level 2 in the fair value hierarchy. At March 31, 2023 and December 31, 2022, the estimated fair value of the Company's Term Loan B Facility was $341.3 million and $333.3 million, respectively. The estimated fair value is based on borrowing rates currently available to the Company for financing with similar terms and is classified as Level 2 in the fair value hierarchy.

There were no transfers between Level 1 and Level 2 fair value measurements during the three months ended March 31, 2023 and 2022.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Lease Obligations - Schedule of Lease Liability Maturities (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Fiscal Year
Remaining 2023	$ 19,311
2024	22,299
2025	14,487
2026	12,020
2027	7,431
Thereafter	21,011
Total lease payments (undiscounted)	96,559
Less: imputed interest	(14,091)
Lease liabilities—total (discounted)	$ 82,468

Debt

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Debt

Long term debt as of March 31, 2023 and December 31, 2022 consisted of the following:


	March 31, 2023		December 31, 2022
	(in thousands)
Convertible Senior Notes	$	349,750	$	400,000
Less: Unamortized debt issuance cost	(5,931)		(7,355)
Net	343,819		392,645
Term Loan B Facility	353,700		354,600
Less: Unamortized discount and debt issuance cost	(19,883)		(20,888)
Net	333,817		333,712
Less: Current portion	(3,600)		(3,600)
Total non-current debt	$	674,036	$	722,757

Maturities of the principal amount of the Company's long-term debt as of March 31, 2023 are as follows (in thousands):


Fiscal Year
Remaining 2023	2,700
2024	3,600
2025	3,600
2026	353,350
2027	3,600
Thereafter	336,600
Total	$	703,450

Amortization of the debt issuance cost and the discount associated with our indebtedness totaled $1.6 million for the three months ended March 31, 2023 and $1.6 million for the three months ended March 31, 2022. Amortization of debt issuance costs is computed using the effective interest method and is included in interest expense. In addition, amortization of deferred financing costs was $0.1 million for the three months ended March 31, 2023 and 2022. Deferred financing costs are included in prepaid expenses and other current assets and other assets, non-current assets.

Convertible Senior Notes and Capped Call Transactions

In March 2021, the Company issued $400.0 million aggregate principal amount of 0.25% convertible senior notes in a private placement, including $50.0 million aggregate principal amount of such notes pursuant to the exercise in full of the over-allotment options of the initial purchasers (collectively, the "Convertible Senior Notes"). The Convertible Senior Notes will mature on March 15, 2026, unless earlier repurchased, redeemed or converted. The total net proceeds from the offering, after deducting debt issuance costs, paid by the Company, were approximately $388.6 million. The Company used approximately $39.0 million of the net proceeds from the offering to pay for the Capped Call Transactions (as described below).

The Convertible Senior Notes are senior, unsecured obligations and are (i) equal in right of payment with the existing and future senior, unsecured indebtedness; (ii) senior in right of payment to any of the Company’s future indebtedness that is expressly subordinated to the Convertible Senior Notes; (iii) effectively subordinated to the Company’s existing and future secured indebtedness, to the extent of the value of the collateral securing that indebtedness, including amounts outstanding under our Loan Agreement or our new Credit Agreement (see section below); and (iv) structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent we are not a holder thereof) preferred equity, if any, of the Company’s subsidiaries that do not guarantee the Convertible Senior Notes.

The Convertible Senior Notes accrue interest at 0.25% per annum payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2021. The Convertible Senior Notes will mature on March 15, 2026 unless they are redeemed, repurchased or converted prior to such date. The Convertible Senior Notes are convertible at the option of holders only during certain periods and upon satisfaction of certain conditions.

Holders have the right to convert their notes (or any portion of a note in an authorized denomination), in the following circumstances: (i) during any calendar quarter commencing after the calendar quarter ending on June 30, 2021, if the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price for each of at least 20 trading days during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; (ii) during the five consecutive business days immediately after any ten consecutive trading day period (such ten consecutive trading day period, the "measurement period") in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of the Company’s common stock on such trading day and the conversion rate on such trading day; (iii) upon the occurrence of certain corporate events or distributions on the Company’s common stock; (iv) if the Company calls such Convertible Senior Notes for redemption; and (v) on or after September 15, 2025, until the close of business on the second scheduled trading day immediately before the maturity date, holders of the Convertible Senior Notes may, at their option, convert all or a portion of their Convertible Senior Notes regardless of the foregoing conditions at any time from, and including, September 15, 2025 until the close of business on the second scheduled trading day immediately before the maturity date.

Upon conversion, the Convertible Senior Notes may be settled in shares of the Company’s common stock, cash or a combination of cash and shares of the Company’s common stock, at the Company’s election. All conversions with a conversion date that occurs on or after September 15, 2025 will be settled using the same settlement method, and the Company will send notice of such settlement method to noteholders no later than the open of business on September 15, 2025.

The Company may not redeem the Convertible Senior Notes at their option at any time before March 20, 2024. Subject to the terms of the indenture agreement, the Company has the right, at its election, to redeem all, or any portion (subject to the partial

redemption limitation) in an authorized denomination, of the Convertible Senior Notes, at any time, and from time to time, on a redemption date on or after March 20, 2024 and on or before the 40th scheduled trading day immediately before the maturity date, for cash, but only if the "last reported sale price," as defined under the Offering Memorandum, per share of common stock exceeds 130% of the “conversion price” on (i) each of at least 20 trading days, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (ii) the trading day immediately before the date we send such notice. In addition, calling any note for redemption will constitute a "make-whole fundamental change" (as defined below) with respect to that note, in which case the conversion rate applicable to the conversion of that note will be increased in certain circumstances if it is converted after it is called for redemption. If the Company elects to redeem less than all of the outstanding notes, then the redemption will not constitute a make-whole fundamental change with respect to the notes not called for redemption, and holders of the notes not called for redemption will not be entitled to an increased conversion rate for such notes as described above on account of the redemption, except to the limited extent described further below. No sinking fund is provided for the Convertible Senior Notes, which means that the Company is not required to redeem or retire the Convertible Senior Notes periodically.

If a fundamental change occurs, then each noteholder will have the right to require the Company to repurchase its notes (or any portion thereof in an authorized denomination) for cash on a date (the "fundamental change repurchase date") of the Company’s choosing, which must be a business day that is no more than 45, nor less than 20, business days after the date the Company distributes the related fundamental change notice.

If an event of default, other than a reporting default remedied by special interest as defined in the indenture agreement, occurs with respect to the Company or any guarantor, then the principal amount of, and all accrued and unpaid interest on, all of the notes then outstanding will immediately become due and payable without any further action or notice by any person. If an event of default (other than a reporting event of default described above with respect to the Company or any guarantor and not solely with respect to a significant subsidiary of the Company’s or a guarantor, other than the Company or such guarantor) occurs and is continuing, then, the trustee, by notice to the Company, or noteholders of at least 25% of the aggregate principal amount of notes then outstanding, by written notice to the Company and the trustee, may declare the principal amount of, and all accrued and unpaid interest on, all of the notes then outstanding to become due and payable immediately.

The Convertible Senior Notes have an initial conversion rate of 15.6539 shares of common stock per $1,000 principal amount of the Convertible Senior Notes, which will be subject to customary anti-dilution adjustments in certain circumstances.

In connection with the pricing of the Convertible Senior Notes, the Company entered into privately negotiated capped call transactions with various financial institutions (the "Capped Call Transactions"). The Capped Call Transactions were entered into with third party broker-dealers to limit the potential dilution that would occur if the Company has to settle the conversion value in excess of the principal in shares. This exposure will be covered (i.e., the Company will receive as many shares as are required to be issued between the conversion price of $63.8818 and the maximum price of $91.2600). Any shares required to be issued by the Company over this amount would have net earnings per share dilution impact. By entering into the Capped Call Transactions, the Company expects to reduce the potential dilution to its common stock (or, in the event the conversion is settled in cash, to reduce its cash payment obligation) in the event that at the time of conversion its stock price exceeds the conversion price under the Convertible Senior Notes. The Company paid $39.0 million for the Capped Call Transactions, which was recorded as additional paid-in capital, using a portion of the gross proceeds from the sale of the Convertible Senior Notes. The cost of the Capped Call Transactions is not expected to be tax deductible as the Company did not elect to integrate the capped call into the Convertible Senior Notes for tax purposes. The cost of the Capped Call Transaction was recorded as a reduction of the Company’s additional paid-in capital in the accompanying condensed consolidated financial statements.

The Company incurred debt issuance costs of $11.4 million in March 2021. The Convertible Senior Notes are presented net of issuance costs on the Company's condensed consolidated balance sheets. The debt issuance costs are amortized on an effective interest basis over the term of the Convertible Senior Notes and are included in interest expense and amortization of debt discount in the accompanying condensed consolidated statements of operations.

In March 2023, the Company repurchased a portion of its Convertible Senior Notes in the open market with cash on hand for $40.8 million. The Company recognized a gain on extinguishment of debt of $8.5 million related to the repurchase of $50.3 million of principal balance of Convertible Senior Notes and $0.9 million of unamortized debt issuance costs associated with the

extinguished debt. The gain on extinguishment is included in other (income) expense in the Company's condensed consolidated statement of operations.

The following table sets forth interest expense related to the Convertible Senior Notes for the three months ended March 31, 2023 and 2022 (in thousands, except interest rates):


	Three Months Ended
	March 31, 2023			March 31, 2022

Contractual interest expense	$	241		$	250
Amortization of debt issuance costs	551			572
Total interest expense	$	792		$	822
Effective interest rate	0.82		%	0.82		%

Amortization expense for the Company's debt issuance costs related to the Convertible Senior Notes for the fiscal years 2023 through 2026 is as follows (in thousands):


Fiscal Year	Debt Issuance Costs
Remaining 2023	1,499
2024	2,001
2025	2,001
2026	430
Total	$	5,931

Credit Agreement

On April 30, 2021, the Company entered into a credit agreement (the "Credit Agreement") with Goldman Sachs Bank USA as administrative agent and collateral agent, and other lender parties thereto. The Credit Agreement provides for a $360.0 million seven-year senior secured term loan facility ("Term Loan B Facility") and a $52.5 million senior secured revolving credit facility (the "Revolving Credit Facility"). As part of the Term Loan B Facility, the Company received $325 million in proceeds, net of discounts and fees, which were used to finance the SpotX Acquisition and related transactions, and for general corporate purposes. Loans, if any, under the Revolving Credit Facility are expected to be used for general corporate purposes. The obligations under the Credit Agreement are secured by substantially all of the assets of the Company and those of its subsidiaries that are guarantors under the Credit Agreement.

Amounts outstanding under the Credit Agreement accrue interest at a rate equal to either, (1) for the Term Loan B Facility, at the Company’s election, the Eurodollar Rate (as defined in the Credit Agreement) plus a margin of 5.00% per annum, or ABR (as defined in the Credit Agreement) plus a margin of 4.00%, and (2) for the Revolving Credit Facility, at the Company’s election, the Eurodollar Rate plus a margin of 4.25% to 4.75%, or ABR plus a margin of 3.25% to 3.75%, in each case, depending on the Company’s first lien net leverage ratio. As of March 31, 2023, the contractual interest rate related to the Term Loan B Facility was 9.91%.

The covenants of the Credit Agreement include customary negative covenants that, among other things, restrict the Company’s ability to incur additional indebtedness, grant liens and make certain acquisitions, investments, asset dispositions and restricted payments. In addition, the Credit Agreement contains a financial covenant, tested on the last day of any fiscal quarter if utilization of the Revolving Credit Facility exceeds 35% of the total revolving commitments, that requires the Company to maintain a first lien net leverage ratio not greater than 3.25 to 1.00. As of March 31, 2023, the Company was in compliance with its debt covenants.

The Credit Agreement includes customary events of default, and customary rights and remedies upon the occurrence of any event of default thereunder, including rights to accelerate the loans, terminate the commitments thereunder and realize upon the collateral securing the obligations under the Credit Agreement. The Credit Agreement calls for customary scheduled loan amortization payments of 0.25% of the initial principal balance payable quarterly (i.e. 1% in aggregate per year) as well as a provision that requires the Company to prepay the Term Loan B based on an annual calculation of cumulative free cash flow ("Excess Cash Flow") generated by the company as defined within the terms of the Agreement. The Company was not required to make any such mandatory prepayment required by the Excess Cash Flow provision for the period ended March 31, 2023. In addition, the Credit Agreement will mature in the event that any portion of the Convertible Senior Notes remains outstanding 91 days prior to the maturity date of the Convertible Senior Notes.

On June 28, 2021, the Company entered into an Incremental Assumption Agreement (the "Incremental Agreement") to the Credit Agreement. Pursuant to the terms of the Incremental Agreement, the Company’s existing revolving credit facility under the Credit Agreement was increased by $12.5 million (the "Incremental Revolver"), and the letter of credit sublimit under the Credit Agreement was increased by $5.0 million. The Incremental Revolver bears the same interest rate as the existing revolving credit facility and has the same maturity date as the existing revolving credit facility. No other terms of the Credit Agreement were amended. As a result, amounts available under the Revolving Credit Facility were $65.0 million. At March 31, 2023, amounts available under the Revolving Credit Facility were $59.7 million, net of letters of credit outstanding in the amount of $5.3 million.

The following table summarizes the amount outstanding under the Term Loan B Facility at March 31, 2023 and December 31, 2022:


	March 31, 2023		December 31, 2022
	(in thousands)
Term Loan B Facility	$	353,700	$	354,600
Unamortized debt discounts	(7,765)		(8,158)
Unamortized debt issuance costs	(12,118)		(12,730)
Debt, net of debt issuance costs	$	333,817	$	333,712

The Company incurred debt issuance costs of $27.7 million in April 2021, of which $10.8 million were associated with debt discount netted against the proceeds and $16.9 million were associated with other deferred financing costs associated with the Term Loan B Facility. Debt outstanding under the Term Loan B Facility are presented net of issuance costs on the Company's condensed consolidated balance sheets. The debt issuance costs are amortized on an effective interest basis over the term of the Term Loan B Facility and are included in interest expense and amortization of debt discount in the accompanying condensed consolidated statements of operations.

The following table sets forth interest expense related to the Term Loan B Facility for the three months ended March 31, 2023 and 2022 (in thousands, except interest rates):


	Three Months Ended
	March 31, 2023			March 31, 2022

Contractual interest expense	$	8,436		$	5,163
Amortization of debt discount	393			397
Amortization of debt issuance costs	612			619
Total interest expense	$	9,441		$	6,179
Effective interest rate	10.65		%	6.98		%

Amortization expense for the Term Loan B Facility debt discount and debt issuance costs for fiscal years 2023 through 2028 is as follows (in thousands):


Fiscal Year	Debt Discount		Debt Issuance Costs
Remaining 2023	$	1,171	$	1,829
2024	1,548		2,416
2025	1,532		2,391
2026	1,516		2,366
2027	1,500		2,341
Thereafter	498		775
Total	$	7,765	$	12,118

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Benefit for income taxes	$ 309	$ 2,005

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Goodwill, Intangible Assets, Internal Use Software Development Costs, and Capitalized Costs Incurred in Cloud Computing Arrangements

3 Months Ended

Mar. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill, Intangible Assets, Internal Use Software Development Costs, and Capitalized Costs Incurred in Cloud Computing Arrangements

The Company's goodwill balance as of March 31, 2023 and December 31, 2022 was $978.2 million.

The Company’s intangible assets as of March 31, 2023 and December 31, 2022 included the following:


	March 31, 2023		December 31, 2022
	(in thousands)
Amortizable intangible assets:
Developed technology	$	390,136	$	390,136
Customer relationships	136,000		136,000
In-process research and development	12,730		12,730

Non-compete agreements	900		900
Trademarks	900		900
Total identifiable intangible assets, gross	540,666		540,666
Accumulated amortization—intangible assets:
Developed technology	(254,521)		(184,439)
Customer relationships	(111,984)		(97,316)
In-process research and development	(5,889)		(4,398)

Non-compete agreements	(675)		(562)
Trademarks	(525)		(450)
Total accumulated amortization—intangible assets	(373,594)		(287,165)
Total identifiable intangible assets, net	$	167,072	$	253,501

Amortization of intangible assets for the three months ended March 31, 2023 and 2022 was $86.4 million and $38.5 million, respectively. During the first quarter of 2022, the Company abandoned certain in-process research and development projects and technology intangible assets. The abandonment resulted in $3.3 million of impairment costs in the three months ended

March 31, 2022, which was included within merger, acquisition, and restructuring costs in the condensed consolidated statement of operations.

During the fourth quarter of 2022, the Company reassessed the remaining estimated useful lives of the developed technology and in-process research and development related to the SpotX acquisition based on the remaining expected benefit from those assets. The change in the remaining estimated useful lives for developed technology and in-process research and development resulted in increased amortization expense of $52.1 million for the three months ended March 31, 2023. The increased amortization expense increased the basic and diluted loss per share by $0.38, net of tax, for the three months ended March 31, 2023.

The estimated remaining amortization expense associated with the Company's intangible assets was as follows as of March 31, 2023:


Fiscal Year	Amount
	(in thousands)
Remaining 2023	$	116,061
2024	30,134
2025	14,445
2026	6,001
2027	431

Total	$	167,072

The Company capitalizes certain internal use software development costs associated with creating and enhancing internally developed software related to the Company’s technology infrastructure. During the fourth quarter of 2022, the Company reassessed the remaining estimated useful lives of capitalized software projects related to integration of its technology platforms. The change in the remaining estimated useful lives for the related projects resulted in increased amortization expense of $1.1 million for the three months ended March 31, 2023. The increased amortization expense increased the basic and diluted loss per share by $0.01, net of tax, for the three months ended March 31, 2023.

The Company capitalizes costs related to arrangements for infrastructure as a service, platform as a service, and software as a service. As of March 31, 2023 and December 31, 2022, capitalized costs associated with these arrangements was included within prepaid expenses and other current assets in the amounts of $0.7 million and $0.7 million, respectively, and within other assets, non-current in the amounts of $0.4 million and $0.5 million, respectively. The amortization of these agreements was immaterial for the three months ended March 31, 2023 and 2022.

Debt - Summary of Term Loan B Facility (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Debt, net of debt issuance costs	$ 674,036	$ 722,757
Secured Debt \| Term Loan B Facility
Debt Instrument [Line Items]
Term Loan B Facility	353,700	354,600
Unamortized debt discounts	(7,765)	(8,158)
Unamortized debt issuance costs	(12,118)	(12,730)
Debt, net of debt issuance costs	$ 333,817	$ 333,712

Debt - Amortization Expense for Debt Issuance Costs (Details) - Convertible Debt - Convertible Senior Notes $ in Thousands	Mar. 31, 2023 USD ($)
Debt Issuance Costs
Remaining 2023	$ 1,499
2024	2,001
2025	2,001
2026	430
Total	$ 5,931

Net Loss Per Share - Shares Excluded From Calculation of Diluted Net Loss Per Share (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net loss per share (in shares)	9,658	11,422
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net loss per share (in shares)	1,742	2,593
Unvested restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net loss per share (in shares)	1,738	2,415
Unvested performance stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net loss per share (in shares)	135	152
ESPP shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net loss per share (in shares)	17	0
Convertible Senior Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net loss per share (in shares)	6,026	6,262

Organization and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Organization and Summary of Significant Accounting Policies	Organization and Summary of Significant Accounting Policies Company Overview Magnite, Inc. ("Magnite" or the "Company") was formed in Delaware and began operations on April 20, 2007. On April 1, 2020, Magnite completed a stock-for-stock merger with Telaria, Inc. ("Telaria" and such merger the "Telaria Merger"), a leading sell-side advertising platform and provider of connected television ("CTV") technology. On April 30, 2021, the Company completed its acquisition of SpotX, Inc. ("SpotX" and such acquisition the "SpotX Acquisition"), a leading CTV and video advertising platform. On July 1, 2021, the Company completed its acquisition of SpringServe, LLC ("SpringServe" and such acquisition the "SpringServe Acquisition"), a leading ad serving platform for CTV. Magnite has its principal offices in New York City, Los Angeles, Denver, London, and Sydney, and additional offices in Europe, Asia, North America, and South America. The Company provides a technology solution to automate the purchase and sale of digital advertising inventory for buyers and sellers globally, across all channels, formats and auction types. The Company’s platform features applications and services for sellers of digital advertising inventory, or publishers, that own or operate websites, applications, CTV channels, and other digital media properties, to manage and monetize their inventory; applications and services for buyers, including advertisers, agencies, agency trading desks, and demand side platforms, to buy digital advertising inventory; and a transparent, independent marketplace that brings buyers and sellers together and facilitates intelligent decision making and automated transaction execution at scale. The Company's clients include many of the world's leading sellers and buyers of digital advertising inventory. Basis of Presentation and Summary of Significant Accounting Policies The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for the interim period presented have been included. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for any future interim period, the year ending December 31, 2023, or for any future year. The condensed consolidated balance sheet at December 31, 2022 has been derived from the audited financial statements at that date, but does not include all of the disclosures required by GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2022 included in its 2022 Annual Report on Form 10-K. There have been no significant changes in the Company's accounting policies from those disclosed in its audited consolidated financial statements and notes thereto for the year ended December 31, 2022 included in its Annual Report on Form 10-K. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported and disclosed financial statements and accompanying footnotes. Due to the economic uncertainty of macroeconomic challenges, such as inflation, global conflict, capital market disruptions and instability of financial institutions, the occurrence of a recession, and other macroeconomic factors, it has become more difficult to apply certain assumptions and judgments into these estimates. The extent of the impact of these factors on the Company's operational and financial performance will depend on future developments, which are highly uncertain and cannot be predicted, including but not limited to the duration and how quickly and to what extent normal economic and operating conditions can resume. During the three months ended March 31, 2023, this uncertainty continued to result in a higher level of judgment related to its estimates and assumptions. As of the date of issuance of the condensed consolidated financial statements for the three months ended March 31, 2023, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, judgments, or revise the carrying value of its assets or liabilities. These estimates may change, as new events occur and additional information is obtained, and are recognized in the consolidated financial statements as soon as they become known. Actual results could differ materially from these estimates. Recently Adopted Accounting Standards In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers ("ASU 2021-08"). ASU 2021-08 requires the recognition and measurement of contract assets and contract liabilities acquired in a business combination in accordance with ASC 606, Revenue from Contracts with Customers. Considerations to determine the amount of contract assets and contract liabilities to record at the acquisition date include the terms of the acquired contract, such as timing of payment, identification of each performance obligation in the contract and allocation of the contract transaction price to each identified performance obligation on a relative standalone selling price basis as of contract inception. ASU 2021-08 is effective for the Company beginning in the first quarter of 2023. The Company adopted this standard January 1, 2023 and will apply the guidance to future acquisitions, if any.

Net Loss Per Share - Basic and Diluted Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share [Abstract]
Net loss	$ (98,732)	$ (44,593)
Weighted-average common shares outstanding, basic (in shares)	134,667	132,236
Weighted average number of shares outstanding, diluted (in shares)	134,667	132,236
Basic loss per share (in dollars per share)	$ (0.73)	$ (0.34)
Diluted loss per share (in dollars per share)	$ (0.73)	$ (0.34)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1448-109256

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1337-109256

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 52
-URI https://asc.fasb.org/extlink&oid=128363288&loc=d3e4984-109258

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(23))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=128363288&loc=d3e3842-109258

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 7
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1252-109256

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(27))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 52
-URI https://asc.fasb.org/extlink&oid=128363288&loc=d3e4984-109258

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 7
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=128363288&loc=d3e3842-109258

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1252-109256

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(27))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(23))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1337-109256

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Commitments and Contingencies - Contractual Obligations (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remaining 2023	$ 3,058
2024	6,953
2025	2,091
Total	$ 12,102

Organization and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	Basis of Presentation and Summary of Significant Accounting Policies The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for the interim period presented have been included. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for any future interim period, the year ending December 31, 2023, or for any future year. The condensed consolidated balance sheet at December 31, 2022 has been derived from the audited financial statements at that date, but does not include all of the disclosures required by GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2022 included in its 2022 Annual Report on Form 10-K. There have been no significant changes in the Company's accounting policies from those disclosed in its audited consolidated financial statements and notes thereto for the year ended December 31, 2022 included in its Annual Report on Form 10-K.
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported and disclosed financial statements and accompanying footnotes. Due to the economic uncertainty of macroeconomic challenges, such as inflation, global conflict, capital market disruptions and instability of financial institutions, the occurrence of a recession, and other macroeconomic factors, it has become more difficult to apply certain assumptions and judgments into these estimates. The extent of the impact of these factors on the Company's operational and financial performance will depend on future developments, which are highly uncertain and cannot be predicted, including but not limited to the duration and how quickly and to what extent normal economic and operating conditions can resume. During the three months ended March 31, 2023, this uncertainty continued to result in a higher level of judgment related to its estimates and assumptions. As of the date of issuance of the condensed consolidated financial statements for the three months ended March 31, 2023, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, judgments, or revise the carrying value of its assets or liabilities. These estimates may change, as new events occur and additional information is obtained, and are recognized in the consolidated financial statements as soon as they become known. Actual results could differ materially from these estimates.
Recently Adopted Accounting Standards	Recently Adopted Accounting Standards In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers ("ASU 2021-08"). ASU 2021-08 requires the recognition and measurement of contract assets and contract liabilities acquired in a business combination in accordance with ASC 606, Revenue from Contracts with Customers. Considerations to determine the amount of contract assets and contract liabilities to record at the acquisition date include the terms of the acquired contract, such as timing of payment, identification of each performance obligation in the contract and allocation of the contract transaction price to each identified performance obligation on a relative standalone selling price basis as of contract inception. ASU 2021-08 is effective for the Company beginning in the first quarter of 2023. The Company adopted this standard January 1, 2023 and will apply the guidance to future acquisitions, if any.

Net Loss Per Share

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Net Loss Per Share

The following table presents the basic and diluted net loss per share:


	Three Months Ended
	March 31, 2023		March 31, 2022
	(in thousands, except per share data)
Basic and Diluted Loss Per Share:
Net loss	$	(98,732)	$	(44,593)
Weighted-average common shares outstanding	134,667		132,236


Weighted-average common shares outstanding used to compute net loss per share	134,667		132,236
Basic and diluted loss per share	$	(0.73)	$	(0.34)


	Three Months Ended
	March 31, 2023	March 31, 2022
	(in thousands)
Options to purchase common stock	1,742	2,593

Unvested restricted stock units	1,738	2,415
Unvested performance stock units	135	152
ESPP shares	17	—
Convertible Senior Notes	6,026	6,262
Total shares excluded from net loss per share	9,658	11,422

For the three months ended March 31, 2023 and 2022, the Company excluded outstanding performance stock units from the calculation of diluted net loss per share because they were anti-dilutive. As of March 31, 2023, the performance stock units granted in 2020, 2021, 2022, and 2023 had expected achievement levels of 94%, 0%, 54% and 29%, respectively. As of March 31, 2022, the performance stock units granted in 2020, 2021, and 2022 had expected achievement levels of 121%, 0%, and 51% respectively. Refer to Note 9—"Stock-Based Compensation" for additional information related to performance stock units.

For the three months ended March 31, 2023 and March 31, 2022, shares that would be issuable assuming conversion of all of the Convertible Senior Notes (as defined in Note 13) were excluded from the calculation of diluted loss per share because they were anti-dilutive. Diluted earnings per share for the Convertible Senior Notes is calculated under the if-converted method in accordance with ASC 260, Earnings Per Share. The Convertible Senior Notes have an initial conversion rate of 15.6539 shares of common stock per $1,000 principal amount of the Convertible Senior Notes, which will be subject to anti-dilution adjustments in certain circumstances. As of March 31, 2023 and 2022, the number of shares that would be issuable assuming conversion of all of the Convertible Senior Notes is approximately 5,474,952 and 6,261,560, respectively. Refer to Note 13—"Debt" for additional information related to accounting for Convertible Senior Notes issued and associated Capped Call Transactions

Stock-Based Compensation - Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs)	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Number of Shares
Beginning balance (in shares)	14,138,000
Granted (in shares)	6,793,000
Canceled and Forfeited (in shares)	(826,000)
Vested and released (in shares)	(1,829,000)
Ending balance (in shares)	10,000,000
Restricted stock units outstanding and unvested (in shares)	14,120,000
Weighted-Average Grant Date Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 15.06
Granted (in dollars per share) \| $ / shares	10.72
Canceled (in dollars per share) \| $ / shares	13.66
Vested and released (in dollars per share) \| $ / shares	14.01
Ending balance (in dollars per share) \| $ / shares	13.19
Restricted stock units outstanding and unvested (in dollars per share) \| $ / shares	$ 13.20
Vested but deferred (in shares)	18,436

Merger, Acquisition, and Restructuring Costs - Merger and Restructuring Cost Activity (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Restructuring Cost and Reserve [Line Items]
Loss contracts (facilities related)	$ 2,190	$ 0
Impairment of property and equipment, net	506	0
Non-cash stock-based compensation (double-trigger acceleration and severance)	143	1,944
Impairment costs of abandoned technology	0	3,320
Professional services (investment banking advisory, legal and other professional services)	0	775
Total merger, acquisition, and restructuring costs	7,465	6,756
Personnel related (severance and one-time termination benefit costs)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	3,218	717
Exit costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 1,408	$ 0

Lease Obligations

3 Months Ended

Mar. 31, 2023

Leases [Abstract]

Lease Obligations

For the three months ended March 31, 2023 and 2022, the Company recognized $6.5 million and $5.6 million, respectively, of operating lease expense associated with leases included in the lease liability and right of use ("ROU") asset on the condensed consolidated balance sheets. For lease expenses not included in the Company's ROU asset and lease liability balances, the Company recognized short term lease expense of $0.2 million and $0.3 million, respectively, and variable lease expense of $0.9 million and $0.5 million, respectively, during the three months ended March 31, 2023 and 2022.

The Company also received rental income of $1.3 million and $1.3 million for real estate leases for which it subleases the property to third parties during the three months ended March 31, 2023 and 2022, respectively.

As of March 31, 2023 and December 31, 2022, a weighted average discount rate of 6.13% and 6.11%, respectively, has been applied to the remaining lease payments to calculate the lease liabilities included within the condensed consolidated balance

sheet. The lease terms of the Company’s operating leases generally range from one year to ten years, and the weighted average remaining lease term of leases included in the lease liability is 5.5 years and 5.6 years as of March 31, 2023 and December 31, 2022, respectively.

The maturity of the Company's lease liabilities associated with leases included in the lease liability and ROU asset were as follows as of March 31, 2023 (in thousands):


Fiscal Year
Remaining 2023	$	19,311
2024	22,299
2025	14,487
2026	12,020
2027	7,431
Thereafter	21,011
Total lease payments (undiscounted)	96,559
Less: imputed interest	(14,091)
Lease liabilities—total (discounted)	$	82,468

In addition to the lease liabilities included in these condensed consolidated financial statements, the Company entered into an agreement for office space that had not commenced as of March 31, 2023; therefore, the lease was not included in the lease liability and ROU asset balance as of March 31, 2023. The Company has future commitments totaling $2.3 million over a term of 10.0 years related to this agreement.

Revenue - Revenue Disaggregated by Sales Distribution Channel (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 130,150	$ 118,075
CTV
Disaggregation of Revenue [Line Items]
Revenue	59,050	51,440
Mobile
Disaggregation of Revenue [Line Items]
Revenue	48,184	39,029
Desktop
Disaggregation of Revenue [Line Items]
Revenue	$ 22,916	$ 27,606
Product Concentration Risk \| Revenue Benchmark
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	100.00%	100.00%
Product Concentration Risk \| Revenue Benchmark \| CTV
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	45.00%	44.00%
Product Concentration Risk \| Revenue Benchmark \| Mobile
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	37.00%	33.00%
Product Concentration Risk \| Revenue Benchmark \| Desktop
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	18.00%	23.00%

- Definition

+ References

+ Details

Debt - Convertible Senior Notes and Capped Call Transactions Narrative (Details)	1 Months Ended		3 Months Ended
	Mar. 31, 2023 USD ($)	Mar. 31, 2021 USD ($) day $ / shares	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Apr. 30, 2021 USD ($)
Debt Instrument [Line Items]
Capped calls, transaction costs		$ 39,000,000
Debt issuance costs, gross		11,400,000			$ 27,700,000
Repayments of convertible debt			$ 40,828,000	$ 0
Gain on extinguishment of debt			$ 8,549,000	$ 0
Convertible Senior Notes
Debt Instrument [Line Items]
Capped calls, transaction costs		$ 39,000,000
Percent of outstanding balance holders able to call debt in the event of default		25.00%
Convertible Senior Notes \| Maximum
Debt Instrument [Line Items]
Conversion price (in USD per share) \| $ / shares		$ 91.2600
Convertible Senior Notes \| Minimum
Debt Instrument [Line Items]
Conversion price (in USD per share) \| $ / shares		$ 63.8818
Convertible Senior Notes \| Convertible Debt
Debt Instrument [Line Items]
Aggregate principle amount		$ 400,000,000
Interest rate		0.25%
Over-allotment options		$ 50,000,000
Net proceeds		$ 388,600,000
Conversion ratio			0.0156539
Repayments of convertible debt	$ 40,800,000
Gain on extinguishment of debt	8,500,000
Debt instrument, repurchased face amount	50,300,000		$ 50,300,000
Unamortized debt issuance costs associated with debt extinguishment	$ 900,000
Convertible Senior Notes \| Convertible Debt \| Maximum
Debt Instrument [Line Items]
Make-whole fundamental change period		45 days
Convertible Senior Notes \| Convertible Debt \| Minimum
Debt Instrument [Line Items]
Make-whole fundamental change period		20 days
Convertible Senior Notes \| Convertible Debt \| Conversion Term (i)
Debt Instrument [Line Items]
Threshold percent of stock price trigger		130.00%
Threshold trading days \| day		20
Threshold consecutive trading days \| day		30
Convertible Senior Notes \| Convertible Debt \| Conversion Term (ii)
Debt Instrument [Line Items]
Threshold percent of stock price trigger		98.00%
Threshold trading days \| day		5
Threshold consecutive trading days \| day		10
Convertible Senior Notes \| Convertible Debt \| Conversion Term (iv)
Debt Instrument [Line Items]
Threshold percent of stock price trigger		130.00%
Threshold trading days \| day		20
Threshold consecutive trading days \| day		30
Term Loan B Facility \| Secured Debt
Debt Instrument [Line Items]
Aggregate principle amount					$ 360,000,000
Interest rate	9.91%		9.91%

Other Balance Sheet Amounts (Tables)

3 Months Ended

Mar. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses included the following:


	March 31, 2023		December 31, 2022
	(in thousands)
Accounts payable—seller	$	913,047	$	1,057,556
Accounts payable—trade	21,725		19,387
Accrued employee-related payables	15,633		15,065
Accrued holdback - indemnification claims	—		2,313
Total	$	950,405	$	1,094,321

Goodwill, Intangible Assets, Internal Use Software Development Costs, and Capitalized Costs Incurred in Cloud Computing Arrangements - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Acquired Finite-Lived Intangible Assets [Line Items]
Goodwill	$ 978,217		$ 978,217
Amortization expense of intangible assets	86,400	$ 38,500
Restructuring Impairments, Settled Without Cash	$ 0	$ 3,320
Basic (in dollars per share)	$ (0.73)	$ (0.34)
Diluted (in dollars per share)	$ (0.73)	$ (0.34)
Computer Software, Intangible Asset
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization expense of intangible assets	$ 0	$ 0
Scenario, Adjustment \| Intangible Assets, Amortization Period
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization expense of intangible assets	$ 52,100
Basic (in dollars per share)	$ 0.38
Diluted (in dollars per share)	0.38
Scenario, Adjustment \| Capitalized Software Projects, Estimated Useful Life
Acquired Finite-Lived Intangible Assets [Line Items]
Basic (in dollars per share)	0.01
Diluted (in dollars per share)	$ 0.01
Capitalized computer software, amortization	$ 1,100
Prepaid Expenses and Other Current Assets
Acquired Finite-Lived Intangible Assets [Line Items]
Capitalized cloud computing software, net	700		700
Other Noncurrent Assets
Acquired Finite-Lived Intangible Assets [Line Items]
Capitalized cloud computing software, net	$ 400		$ 500