0000950170-23-062105 | 10-Q | XBRL Viewer

Significant Accounting Policies

9 Months Ended

Sep. 30, 2023

2. Significant Accounting Policies

Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements include the accounts of the Company prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). All intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company’s management, the unaudited condensed consolidated financial statements reflect all adjustments, which are normal and recurring in nature, necessary for fair financial statement presentation.

Use of Estimates

The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Significant estimates and assumptions include those related to allocating the transaction price for revenue recognition, inventory valuation, allowance for credit losses, fair value of the private placement warrant liabilities, fair value of the interest rate swap, self-insurance liability, valuation allowance on deferred tax assets, uncertain tax positions, apportionment for state income taxes, the tax receivable agreement liability, fair value of privately-held securities, impairment assessments of goodwill, intangible assets and other long-lived assets, asset retirement obligations, contingent consideration and the recognition and measurement of loss contingencies.

Management believes that its estimates and assumptions are reasonable in the circumstances; however, actual results could differ materially from those estimates.

Concentration of Credit Risk

Significant customers are those which represent more than 10% of the Company’s total revenue or accounts receivable, net. Revenue from the single Government Solutions customer exceeding 10% of total revenue is presented below:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
City of New York Department of Transportation		16.5	%		20.5	%		17.1	%		19.5	%

The City of New York Department of Transportation (“NYCDOT”) represented 13% and 22% of total accounts receivable, net as of September 30, 2023 and December 31, 2022, respectively. There is no material reserve related to NYCDOT open receivables as amounts are deemed collectible based on current conditions and expectations. No other Government Solutions customer exceeded 10% of total accounts receivable, net as of any period presented.

Significant customer revenues generated through the Company’s Commercial Services partners as a percent of total revenue are presented below:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
Hertz Corporation		11.8	%		12.6	%		11.8	%		11.8	%
Avis Budget Group, Inc.		15.1	%		13.9	%		13.8	%		12.9	%
Enterprise Holdings, Inc.		11.6	%		10.3	%		10.5	%		9.7	%

No Commercial Services customer exceeded 10% of total accounts receivable, net as of any period presented.

There were no significant customer concentrations that exceeded 10% of total revenue or accounts receivable, net for the Parking Solutions segment as of or for any period presented.

Allowance for Credit Losses

The Company reviews historical credit losses and customer payment trends on receivables and develops loss rate estimates as of the balance sheet date, which includes adjustments for current and future expectations using probability-weighted assumptions about potential outcomes. Receivables are written off against the allowance for credit losses when it is probable that amounts will not be collected based on the terms of the customer contracts, and subsequent recoveries reverse the previous write-off and apply to the receivable in the period recovered. No interest or late fees are charged on delinquent accounts. The Company evaluates the adequacy of its allowance for expected credit losses by comparing its actual write-offs to its previously recorded estimates and adjusts appropriately.

The Company identified portfolio segments based on the type of business, industry in which the customer operates and historical credit loss patterns. The following presents the activity in the allowance for credit losses for the nine months ended September 30, 2023 and 2022, respectively:


($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)			Government Solutions			Parking Solutions			Total
Balance at January 1, 2023	$	9,600		$	1,577		$	4,573		$	157		$	15,907
Credit loss expense		8,622			756			(1,964	)		139			7,553
Write-offs, net of recoveries		(5,031	)		(104	)		(185	)		(562	)		(5,882	)
Balance at September 30, 2023	$	13,191		$	2,229		$	2,424		$	(266	)	$	17,578

($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)			Government Solutions			Parking Solutions			Total
Balance at January 1, 2022	$	5,397		$	3,092		$	3,649		$	—		$	12,138
Credit loss expense		8,867			835			694			496			10,892
Write-offs, net of recoveries		(2,810	)		(2,089	)		(26	)		(430	)		(5,355	)
Balance at September 30, 2022	$	11,454		$	1,838		$	4,317		$	66		$	17,675

(1)

Driver-billed consists of receivables from drivers of rental cars and fleet management companies for which the Company bills on behalf of its customers. Receivables not collected from drivers within a defined number of days are transferred to customers subject to applicable bad debt sharing agreements.

Deferred Revenue

Deferred revenue represents amounts that have been invoiced in advance and are expected to be recognized as revenue in future periods, and it primarily relates to Government Solutions and Parking Solutions customers. The Company had approximately $12.9 million and $12.2 million of deferred revenue in the Government Solutions segment as of September 30, 2023 and December 31, 2022, respectively. The majority of the remaining performance obligations as of September 30, 2023 are expected to be completed and recognized as revenue in the next 12 months and $4.1 million is expected to be recognized from 2024 through 2027. The Company had approximately $25.6 million and $21.2 million of deferred revenue in the Parking Solutions segment as of September 30, 2023 and December 31, 2022, respectively. The majority of the remaining performance obligations as of September 30, 2023 are expected to be completed and recognized as revenue in the next 12 months and $0.5 million is expected to be recognized after September 30, 2024.

Interest Rate Swap

In December 2022, the Company entered into a cancellable interest rate swap agreement to hedge its exposure to interest rate fluctuations associated with the LIBOR (now transitioned to Term Secured Overnight Financing Rate “SOFR,” as discussed below) portion of the variable interest rate on its 2021 Term Loan. Under the interest rate swap agreement, the Company pays a fixed rate of 5.17% and the counterparty pays a variable interest rate. The Company entered into an International Swaps and Derivatives Association, Inc. Master Agreement with the counterparty which provides for the net settlement of all, or a specified group, of derivative transactions through a single payment. The notional amount on the interest rate swap is $675.0 million. The Company has the option to effectively terminate the interest rate swap agreement starting in December 2023, and monthly thereafter until December 2025. The Company is treating the interest rate swap as an economic hedge for accounting purposes and any changes in the fair value of the derivative instrument (including accrued interest) and related cash payments are recorded in the condensed consolidated statements of operations within the loss (gain) on interest rate swap line item.

The Company recorded a $0.1 million loss during the three months ended September 30, 2023, of which $0.2 million is associated with the derivative instrument re-measured to fair value at the end of the reporting period, netted by $0.1 million related to the monthly cash payments. The Company recorded a $1.9 million gain during the nine months ended September 30, 2023, of which $3.3 million is associated with the derivative instrument re-measured to fair value at the end of the reporting period, netted by $1.4 million related to the monthly cash payments. The effect of remeasurement to fair value is recorded within the operating activities section and the monthly cash payments are recorded within the investing activities section in the condensed consolidated statements of cash flows. See below for further discussion on the fair value measurement of the interest rate swap, and Note 6, Long-term Debt, for additional information on the Company's mix of fixed and variable debt.

Recent Accounting Pronouncements

Accounting Standards Adopted

In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The ASU provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. It provides optional expedients and exceptions for applying GAAP to contract modifications, subject to meeting certain criteria, that reference LIBOR or another reference rate that is discontinued. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope, which clarifies that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition.

In March 2023, the Company amended its 2021 Term Loan agreement to transition away from LIBOR to Term SOFR with the cessation of LIBOR in June 2023. As a result, the Company adopted the standard and elected to apply the optional expedients which enabled it to consider the change in the benchmark interest rate as a continuation of the existing loan agreement and account for it prospectively. The adoption of this standard did not have a material impact to the condensed consolidated financial statements.

Accounting Standards Not Yet Adopted

On June 30, 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The ASU clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. It also requires entities with investments in equity securities subject to contractual sale restrictions to disclose certain qualitative and quantitative information about such securities. The guidance is effective for fiscal years, including interim periods beginning after December 15, 2023. Early adoption is permitted. The Company is currently evaluating the impact of this standard on its financial statements.

Income Taxes - Additional Information (Details)	3 Months Ended		9 Months Ended
Income Taxes - Additional Information (Details)	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax [Line Items]
Effective tax rate	27.50%	25.50%	37.10%	30.20%

Long-term Debt - Summary of the Company's Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Debt Instrument [Line Items]
Less: original issue discounts	$ (3,869)	$ (5,637)
Less: unamortized deferred financing costs	(13,603)	(18,489)
Total long-term debt	1,039,370	1,211,980
Less: current portion of long-term debt	(9,019)	(21,935)
Total long-term debt, net of current portion	1,030,351	1,190,045
2021 Term Loan, due 2028
Debt Instrument [Line Items]
Debt instrument carrying amount	706,842	886,106		$ 900,000
Less: original issue discounts			$ (4,600)
Less: unamortized deferred financing costs			$ (4,500)
Senior Notes, due 2029
Debt Instrument [Line Items]
Debt instrument carrying amount	$ 350,000	$ 350,000
Less: unamortized deferred financing costs				$ (5,700)

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Significant Accounting Policies - Summary of Concentration of Credit Risk (Details) - Sales Revenue - Customer Concentration Risk	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Government Solutions \| City of New York Department of Transportation
Concentration Risk [Line Items]
Concentration risk percentage	16.50%	20.50%	17.10%	19.50%
Commercial Services \| Hertz Corporation
Concentration Risk [Line Items]
Concentration risk percentage	11.80%	12.60%	11.80%	11.80%
Commercial Services \| Avis Budget Group, Inc.
Concentration Risk [Line Items]
Concentration risk percentage	15.10%	13.90%	13.80%	12.90%
Commercial Services \| Enterprise Holdings, Inc.
Concentration Risk [Line Items]
Concentration risk percentage	11.60%	10.30%	10.50%	9.70%

Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

4. Goodwill and Intangible Assets

The following table presents the changes in the carrying amount of goodwill by reportable segment:


	Commercial		Government			Parking
($ in thousands)	Services		Solutions			Solutions		Total
Balance at December 31, 2022	$	419,720	$	214,618		$	199,142	$	833,480
Foreign currency translation adjustment		88		(751	)		—		(663	)
Balance at September 30, 2023	$	419,808	$	213,867		$	199,142	$	832,817

Intangible assets consist of the following as of the respective period-ends:


	September 30, 2023						December 31, 2022
	Weighted						Weighted
	Average	Gross					Average	Gross
	Remaining	Carrying			Accumulated		Remaining	Carrying			Accumulated
($ in thousands)	Useful Life	Amount			Amortization		Useful Life	Amount			Amortization
Trademarks	0.4 years	$	36,113		$	32,718	0.4 years	$	36,151		$	32,233
Non-compete agreements	zero		62,541			62,541	0.1 years		62,529			60,926
Customer relationships	4.7 years		557,223			273,108	5.5 years		557,570			227,102
Developed technology	0.9 years		200,553			172,309	1.2 years		201,548			160,117
Gross carrying value of intangible assets			856,430		$	540,676			857,798		$	480,378
Less: accumulated amortization			(540,676	)					(480,378	)
Intangible assets, net		$	315,754					$	377,420

Amortization expense was $18.9 million and $26.6 million for the three months ended September 30, 2023 and 2022, respectively, and was $60.9 million and $81.0 million for the nine months ended September 30, 2023 and 2022, respectively.

Estimated amortization expense in future years is expected to be:


($ in thousands)
Remainder of 2023	$	16,721
2024		66,881
2025		64,183
2026		57,229
2027		28,125
Thereafter		82,615
Total	$	315,754

Fair Value of Financial Instruments - Summary of Interest Rate Derivatives (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023	Sep. 30, 2022
Offsetting Assets [Line Items]
Beginning balance	$ 5,430	$ 24,066	$ 38,466
Gain on interest rate swap		3,361	0
Ending balance	0	0	$ 33,333
Interest Rate Swap [Member] \| Other non-current assets [Member]
Offsetting Assets [Line Items]
Beginning balance	2,296	1,973
Gain on interest rate swap	(204)	119
Ending balance	2,092	2,092
Interest Rate Swap [Member] \| Accrued liabilities [Member]
Offsetting Assets [Line Items]
Beginning balance	0	977
Gain on interest rate swap	0	(977)
Ending balance	0	0
Interest Rate Swap [Member] \| Prepaid Expenses and Other Current Assets [Member]
Offsetting Assets [Line Items]
Beginning balance	2,263	0
Gain on interest rate swap	3	2,266
Ending balance	$ 2,266	$ 2,266

Description of Business

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business

1. Description of Business

Verra Mobility Corporation (collectively with its subsidiaries, the “Company” or “Verra Mobility”) offers integrated technology solutions and services to its customers who are located throughout the world, primarily within the United States, Australia, Canada and Europe. The Company is organized into three operating segments: Commercial Services, Government Solutions and Parking Solutions (see Note 14, Segment Reporting).

The Company’s Commercial Services segment offers toll and violation management solutions for the commercial fleet and rental car industries by partnering with the leading fleet management and rental car companies in North America. Electronic toll payment services enable fleet drivers and rental car customers to use high-speed cashless toll lanes or all-electronic cashless toll roads. The service helps commercial fleets reduce toll management costs, while it provides rental car companies with a revenue-generating, value-added service for their customers. Electronic violation processing services reduce the cost and risk associated with vehicle-issued violations, such as toll, parking or camera-enforced tickets. Title and registration services offer title and registration processing for individuals, rental car companies and fleet management companies. In Europe, the Company provides violations processing through Euro Parking Collection plc and consumer tolling services through Pagatelia S.L.

The Company’s Government Solutions segment offers photo enforcement solutions and services to its customers. The Government Solutions segment provides complete, end-to-end speed, red-light, school bus stop arm and bus lane enforcement solutions within the United States and Canada. These programs are designed to reduce traffic violations and resulting collisions, injuries and fatalities. The Company implements and administers traffic safety programs for municipalities, counties, school districts and law enforcement agencies of all sizes. The international operations for this segment primarily involve the sale of traffic enforcement products and related maintenance services.

The Company’s Parking Solutions segment offers an integrated suite of parking software and hardware solutions to its customers, which include universities, municipalities, healthcare facilities and commercial parking operators. This segment develops specialized hardware and parking management software that provides a platform for the issuance of parking permits, enforcement, gateless vehicle counting, event parking and citation services. It also produces and markets its proprietary software as a service to its customers throughout the United States and Canada.

The Company was originally incorporated in Delaware on August 15, 2016, under the name “Gores Holdings II, Inc.” (“Gores”) as a special purpose acquisition company. On January 19, 2017, Gores consummated its initial public offering (the “IPO”), following which its shares began trading on Nasdaq. On June 21, 2018, Gores entered into an Agreement and Plan of Merger (as amended, the “Merger Agreement”) with Greenlight Holding II Corporation, PE Greenlight Holdings, LLC (the “Platinum Stockholder”), AM Merger Sub I, Inc., a direct, wholly owned subsidiary of Gores, and AM Merger Sub II, LLC, a direct, wholly owned subsidiary of Gores. On October 17, 2018, the Company consummated the transactions contemplated by the Merger Agreement (the “Business Combination”) and changed its name to “Verra Mobility Corporation.” As a result of the Business Combination, Verra Mobility Corporation became the owner, directly or indirectly, of all of the equity interests of Verra Mobility Holdings, LLC and its subsidiaries.

Acquisition - Additional Information (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Business Acquisition [Line Items]
Goodwill	$ 832,817	$ 833,480

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash Flows from Operating Activities:
Net income	$ 53,993	$ 64,257
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	86,835	105,294
Amortization of deferred financing costs and discounts	3,600	4,122
Change in fair value of private placement warrants	24,966	(5,133)
Tax receivable agreement liability adjustment	0	(965)
Gain on interest rate swap	(3,361)	0
Loss (gain) on extinguishment of debt	3,533	(3,005)
Credit loss expense	7,553	10,892
Deferred income taxes	(7,236)	(17,310)
Stock-based compensation	12,346	13,656
Other	306	624
Changes in operating assets and liabilities:
Accounts receivable	(35,854)	(25,846)
Unbilled receivables	(9,529)	(4,205)
Inventory	(1,061)	(9,056)
Prepaid expenses and other assets	2,948	8,405
Deferred revenue	3,475	6,291
Accounts payable and other current liabilities	27,059	(1,978)
Other liabilities	798	2,733
Net cash provided by operating activities	170,371	148,776
Cash Flows from Investing Activities:
Payment of contingent consideration	0	(647)
Payments for interest rate swap	(1,414)	0
Purchases of installation and service parts and property and equipment	(40,501)	(35,927)
Cash proceeds from the sale of assets	222	140
Net cash used in investing activities	(41,693)	(36,434)
Cash Flows from Financing Activities:
Repayment on the revolver	0	(25,000)
Repayment of long-term debt	(179,264)	(6,764)
Payment of debt issuance costs	(362)	(410)
Proceeds from the exercise of warrants	161,408	0
Share repurchase and retirement	(100,000)	(125,071)
Proceeds from exercise of stock options	2,845	997
Payment of employee tax withholding related to RSUs and PSUs vesting	(3,077)	(3,072)
Settlement of contingent considerations	0	(205)
Net cash provided by financing activities	(118,450)	(159,525)
Effect of exchange rate changes on cash and cash equivalents	(1,013)	(1,620)
Net increase (decrease) in cash, cash equivalents and restricted cash	9,215	(48,803)
Cash, cash equivalents and restricted cash - beginning of period	109,115	104,432
Cash, cash equivalents and restricted cash - end of period	118,330	55,629
Supplemental cash flow information:
Interest paid	60,370	40,068
Income taxes paid, net of refunds	37,627	43,455
Supplemental non-cash investing and financing activities:
Earn-out shares issued to Platinum Stockholder	36,575	0
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end	6,927	6,420
Reclassification of private placement warrant liabilities to additional paid-in capital upon exercise	$ 49,032	$ 0

Segment Reporting - Financial Information by Segment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Segment Reporting Information [Line Items]
Total revenue	$ 209,933	$ 197,656	$ 606,297	$ 555,528
Operating expenses	68,245	60,205	194,866	165,966
Selling, general and administrative expenses	36,727	35,378	111,865	107,896
Loss on disposal of assets, net	67	(44)	183	587
Segment profit	59,173	45,498	165,485	122,665
Depreciation and amortization	27,530	35,079	86,835	105,294
Transaction and other related expenses	152	2,968	484	3,457
Transformation expenses	1,582	243	2,306	509
Change in fair value of private placement warrants	(553)	(2,267)	24,966	(5,133)
Loss (gain) on interest rate swap	(60)	0	(1,947)	0
Loss on extinguishment of debt	1,975		3,533
Gain on extinguishment of debt		(3,005)		(3,005)
Tax receivable agreement liability adjustment				(965)
Stock-based compensation	4,443	4,644	12,346	13,656
Interest expense, net	20,384	20,260	65,842	49,024
Income before income taxes	$ 41,805	32,972	$ 85,857	92,111
Derivative, Gain, Statement of Income or Comprehensive Income [Extensible Enumeration]	Loss (gain) on interest rate swap		Loss (gain) on interest rate swap
Service Revenue
Segment Reporting Information [Line Items]
Total revenue	$ 201,029	180,617	$ 581,777	516,253
Cost of revenue	5,150	4,144	13,718	11,636
Product Sales
Segment Reporting Information [Line Items]
Total revenue	8,904	17,039	24,520	39,275
Cost of revenue	6,864	11,317	18,209	25,638
Operating Segments
Segment Reporting Information [Line Items]
Other (income) expense, net	(4,498)	(4,238)	(12,766)	(11,143)
Segment profit	97,378	90,894	280,222	254,948
Operating Segments \| Commercial Services
Segment Reporting Information [Line Items]
Total revenue	98,149	86,056	278,243	244,409
Operating expenses	21,174	18,952	61,819	53,004
Selling, general and administrative expenses	15,544	14,126	47,127	40,980
Other (income) expense, net	(4,418)	(3,869)	(12,372)	(10,664)
Segment profit	65,282	56,369	179,931	159,513
Income before income taxes	65,282	56,369	179,931	159,513
Operating Segments \| Government Solutions
Segment Reporting Information [Line Items]
Total revenue	90,285	89,728	264,462	252,084
Operating expenses	42,395	36,868	119,398	103,660
Selling, general and administrative expenses	15,181	15,034	45,747	45,732
Loss on disposal of assets, net	54	(54)	170	572
Other (income) expense, net	(75)	(454)	(325)	(600)
Segment profit	28,568	30,357	90,393	85,087
Income before income taxes	28,568	30,357	90,393	85,087
Operating Segments \| Parking Solutions
Segment Reporting Information [Line Items]
Total revenue	21,499	21,872	63,592	59,035
Operating expenses	4,676	4,385	13,649	9,302
Selling, general and administrative expenses	6,002	6,218	18,991	21,184
Loss on disposal of assets, net	13	(10)	(13)	15
Other (income) expense, net	(5)	85	(69)	121
Segment profit	3,528	4,168	9,898	10,348
Income before income taxes	3,528	4,168	9,898	10,348
Operating Segments \| Service Revenue \| Commercial Services
Segment Reporting Information [Line Items]
Total revenue	98,149	86,056	278,243	244,409
Cost of revenue	567	478	1,738	1,576
Operating Segments \| Service Revenue \| Government Solutions
Segment Reporting Information [Line Items]
Total revenue	85,092	77,441	253,319	225,337
Cost of revenue	578	481	1,770	1,517
Operating Segments \| Service Revenue \| Parking Solutions
Segment Reporting Information [Line Items]
Total revenue	17,788	17,120	50,215	46,507
Cost of revenue	4,005	3,185	10,210	8,543
Operating Segments \| Product Sales \| Government Solutions
Segment Reporting Information [Line Items]
Total revenue	5,193	12,287	11,143	26,747
Cost of revenue	3,584	7,496	7,309	16,116
Operating Segments \| Product Sales \| Parking Solutions
Segment Reporting Information [Line Items]
Total revenue	3,711	4,752	13,377	12,528
Cost of revenue	3,280	3,821	10,900	9,522
Corporate and Other
Segment Reporting Information [Line Items]
Segment profit	0	0	0	0
Depreciation and amortization	27,530	35,079	86,835	105,294
Transaction and other related expenses	152	2,968	484	3,457
Transformation expenses	1,582	243	2,306	509
Change in fair value of private placement warrants	(553)	(2,267)	(24,966)	(5,133)
Loss (gain) on interest rate swap	(60)		(1,947)
Loss on extinguishment of debt	1,975		3,533
Gain on extinguishment of debt		(3,005)		(3,005)
Tax receivable agreement liability adjustment				(965)
Stock-based compensation	4,443	4,644	12,346	13,656
Interest expense, net	20,384	20,260	65,842	49,024
Income before income taxes	$ (55,573)	$ (57,922)	$ (194,365)	$ (162,837)

Fair Value of Financial Instruments - Summary of Changes in the Private Placement Warrant Liabilities Included in Net Income (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Fair Value Disclosures [Abstract]
Beginning balance	$ 5,430	$ 35,600	$ 24,066	$ 38,466
Change in fair value of private placement warrants	(553)	(2,267)	24,966	(5,133)
Exercise of warrants	(4,877)	0	(49,032)	0
Ending balance	$ 0	$ 33,333	$ 0	$ 33,333

Prepaid Expenses and Other Current Assets

9 Months Ended

Sep. 30, 2023

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid Expenses and Other Current Assets

3. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following at:


($ in thousands)	September 30, 2023		December 31, 2022
Prepaid services	$	10,942	$	9,171
Prepaid tolls		9,005		9,978
Costs to fulfill a customer contract		5,452		3,193
Prepaid computer maintenance		4,290		5,492
Prepaid income taxes		5,814		4,629
Interest rate swap asset		2,266		—
Deposits		1,778		2,057
Other		1,650		5,084
Total prepaid expenses and other current assets	$	41,197	$	39,604

Accrued Liabilities

9 Months Ended

Sep. 30, 2023

Payables and Accruals [Abstract]

Accrued Liabilities

5. Accrued Liabilities

Accrued liabilities consist of the following at:


($ in thousands)	September 30, 2023		December 31, 2022
Accrued salaries and wages	$	21,690	$	19,109
Accrued interest payable		9,235		4,459
Current deferred tax liabilities		7,519		7,559
Current portion of operating lease liabilities		7,088		6,355
Restricted cash due to customers		3,204		3,541
Payroll liabilities		3,025		2,136
Advance deposits		2,781		1,029
Accrued commissions		1,195		857
Income tax payable		963		269
Other		2,759		3,533
Total accrued liabilities	$	59,459	$	48,847

Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Balance Sheets (Parenthetical) (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022	Sep. 30, 2022	Dec. 31, 2021
Condensed Financial Information Disclosure [Abstract]
Allowance for credit loss	$ 17,578	$ 15,907	$ 17,675	$ 12,138

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Allowance for credit loss	$ 17,578	$ 15,907
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	1,000	1,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	260,000	260,000
Common Stock, Shares, Outstanding	166,310	148,962
Common Stock, Shares, Issued	166,310	148,962

Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Carrying Value and Estimated Fair Value of Long-term Debt

The carrying value and the estimated fair value of long-term debt are as follows:


	Level in	September 30, 2023				December 31, 2022
	Fair Value	Carrying		Estimated		Carrying		Estimated
($ in thousands)	Hierarchy	Amount		Fair Value		Amount		Fair Value
2021 Term Loan	2	$	693,234	$	708,609	$	866,365	$	883,891
Senior Notes	2		346,136		318,500		345,615		313,250

Key Assumptions Used for Measuring Fair Value of Private Placement Warrant Liabilities

The fair value of the Private Placement Warrants liabilities was measured on a recurring basis and was estimated using the Black-Scholes option pricing model using significant unobservable inputs, and was therefore classified within level 3 of the fair value hierarchy. The key assumptions used at December 31, 2022 were as follows:


	December 31, 2022
Stock price	$	13.83
Strike price	$	11.50
Volatility		44.0	%
Remaining life (in years)		0.8
Risk-free interest rate		4.74	%
Expected dividend yield		0.0	%
Estimated fair value (per warrant)	$	3.61

Summary of Changes in the Private Placement Warrant Liabilities Included in Net Income

The following summarizes the changes in fair value of Private Placement Warrant liabilities included in net income and the impact of exercises for the respective periods:


	Three Months Ended September 30,						Nine Months Ended September 30,
($ in thousands)	2023			2022			2023			2022
Beginning balance	$	5,430		$	35,600		$	24,066		$	38,466
Change in fair value of private placement warrants		(553	)		(2,267	)		24,966			(5,133	)
Exercise of warrants		(4,877	)		—			(49,032	)		—
Ending balance	$	—		$	33,333		$	—		$	33,333

Schedule of Interest Rate Derivatives [Table Text Block]

The following presents the changes in the fair value of the interest rate swap in the gross balances within the below line items for the respective periods:


($ in thousands)	Three Months Ended September 30, 2023			Nine Months Ended September 30, 2023
Prepaid expenses and other current assets
Beginning balance	$	2,263		$	—
Change in fair value of interest rate swap		3			2,266
Ending balance	$	2,266		$	2,266

Other non-current assets
Beginning balance	$	2,296		$	1,973
Change in fair value of interest rate swap		(204	)		119
Ending balance	$	2,092		$	2,092

Accrued liabilities
Beginning balance	$	—		$	977
Change in fair value of interest rate swap		—			(977	)
Ending balance	$	—		$	—

Other Significant Transactions (Tables)

9 Months Ended

Sep. 30, 2023

Summary of Earn Out Shares Issued by Company to Platinum Stockholder

The Earn-Out Shares were issued by the Company to the Platinum Stockholder upon meeting the below Common Stock Price Thresholds (each, a “Triggering Event”):


Common Stock Price Thresholds		One-time Issuance of Shares
> $13.00 (a)		2,500,000
> $15.50 (a)		2,500,000
> $18.00 (a)		2,500,000
> $20.50 (a)		2,500,000

(a)

All four tranches of Earn-Out Shares have been issued, as discussed below.

Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Statements of Operations and Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Condensed Statement Of Income Captions [Line Items]
Total revenue	$ 209,933			$ 197,656			$ 606,297	$ 555,528
Operating expenses	68,873			60,536			196,373	166,795
Selling, general and administrative expenses	42,276			41,126			125,494	122,913
Depreciation, amortization and (gain) loss on disposal of assets, net	27,597			35,035			87,018	105,881
Total costs and expenses	150,760			152,158			440,812	432,863
Income from operations	59,173			45,498			165,485	122,665
Interest expense, net	20,384			20,260			65,842	49,024
Change in fair value of private placement warrants	(553)			(2,267)			24,966	(5,133)
Loss (gain) on extinguishment of debt	1,975			(3,005)			3,533	(3,005)
Other income, net	(4,498)			(2,462)			(12,766)	(9,367)
Total other expenses	17,368			12,526			79,628	30,554
Income before income taxes	41,805			32,972			85,857	92,111
Income tax provision (benefit)	11,497			8,396			31,864	27,854
Net income	30,308	$ 19,108	$ 4,577	24,576	$ 29,641	$ 10,040	53,993	64,257
Other comprehensive income (loss):
Change in foreign currency translation adjustment	(4,189)			(8,167)			(3,561)	(15,840)
Total comprehensive income (loss)	26,119			16,409			50,432	48,417
Service Revenue
Condensed Statement Of Income Captions [Line Items]
Total revenue	201,029			180,617			581,777	516,253
Cost of revenue	5,150			4,144			13,718	11,636
Product Sales
Condensed Statement Of Income Captions [Line Items]
Total revenue	8,904			17,039			24,520	39,275
Cost of revenue	$ 6,864			$ 11,317			$ 18,209	$ 25,638

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ 30,308	$ 19,108	$ 4,577	$ 24,576	$ 29,641	$ 10,040	$ 53,993	$ 64,257

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Name Accounting Standards Codification
-Section S99
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/exampleRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B

Reference 32: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483499/205-20-50-7

Reference 35: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 230
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 28
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482740/230-10-45-28

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482790/220-10-45-1A

Reference 37: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482790/220-10-45-1B

Reference 38: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 39: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

+ Details

Net Income Per Share

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Net Income Per Share

8. Net Income Per Share

Basic net income per share is calculated by dividing net income by the weighted average shares outstanding during the period, without consideration of common stock equivalents. Diluted net income per share is calculated by adjusting the weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, determined using the treasury-stock method.

The components of basic and diluted net income per share are as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
(In thousands, except per share data)	2023		2022		2023		2022
Numerator:
Net income	$	30,308	$	24,576	$	53,993	$	64,257
Denominator:
Weighted average shares - basic		168,089		151,429		156,196		154,067
Common stock equivalents		1,408		6,875		937		6,366
Weighted average shares - diluted		169,497		158,304		157,133		160,433
Net income per share - basic	$	0.18	$	0.16	$	0.35	$	0.42
Net income per share - diluted	$	0.18	$	0.15	$	0.34	$	0.38
Antidilutive shares excluded from diluted net income per share:
Contingently issuable shares (1)		—		5,000		—		5,000
ASR shares (2)		985		984		985		984
Non-qualified stock options		139		1,110		761		1,224
Performance share units		12		—		341		166
Restricted stock units		107		51		114		1,020
Total antidilutive shares excluded		1,243		7,145		2,201		8,394

(1) Contingently issuable shares related to the earn-out agreement as discussed in Note 12, Other Significant Transactions.

(2) Had the accelerated share repurchase (“ASR”) initiated in the third quarter of 2023 described in Note 10, Stockholders' Equity, been settled as of September 30, 2023, determined based on the volume-weighted average price per share since its effective date, the counterparties would have been required to deliver these additional estimated shares to the Company. However, the Company cannot predict the final number of shares to be received under the current ASR agreement until its completion, which is expected to occur during the first quarter of 2024. The final shares that were received by the Company for the August 2022 ASR were 943,361.

Net Income Per Share (Tables)

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Schedule of Components of Basic and Diluted Net Income Per Share

The components of basic and diluted net income per share are as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
(In thousands, except per share data)	2023		2022		2023		2022
Numerator:
Net income	$	30,308	$	24,576	$	53,993	$	64,257
Denominator:
Weighted average shares - basic		168,089		151,429		156,196		154,067
Common stock equivalents		1,408		6,875		937		6,366
Weighted average shares - diluted		169,497		158,304		157,133		160,433
Net income per share - basic	$	0.18	$	0.16	$	0.35	$	0.42
Net income per share - diluted	$	0.18	$	0.15	$	0.34	$	0.38
Antidilutive shares excluded from diluted net income per share:
Contingently issuable shares (1)		—		5,000		—		5,000
ASR shares (2)		985		984		985		984
Non-qualified stock options		139		1,110		761		1,224
Performance share units		12		—		341		166
Restricted stock units		107		51		114		1,020
Total antidilutive shares excluded		1,243		7,145		2,201		8,394

(1) Contingently issuable shares related to the earn-out agreement as discussed in Note 12, Other Significant Transactions.

Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Cash Flows from Operating Activities:
Net income			$ 53,993	$ 64,257
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	$ 27,530	$ 35,079	86,835	105,294
Amortization of deferred financing costs and discounts			3,600	4,122
Change in fair value of private placement warrants	(553)	(2,267)	24,966	(5,133)
Gain on interest rate swap			(3,361)	0
Loss (gain) on extinguishment of debt			3,533	(3,005)
Credit loss expense			7,553	10,892
Deferred income taxes			(7,236)	(17,310)
Stock-based compensation	4,443	4,644	12,346	13,656
Other			306	624
Changes in operating assets and liabilities:
Accounts receivable			(35,854)	(25,846)
Unbilled receivables			(9,529)	(4,205)
Inventory			(1,061)	(9,056)
Prepaid expenses and other assets			2,948	8,405
Deferred revenue			3,475	6,291
Other liabilities			798	2,733
Net cash provided by operating activities			170,371	148,776
Cash Flows from Investing Activities:
Purchases of installation and service parts and property and equipment			(40,501)	(35,927)
Cash proceeds from the sale of assets			222	140
Net cash used in investing activities			(41,693)	(36,434)
Cash Flows from Financing Activities:
Repayment of long-term debt			(179,264)	(6,764)
Payment of debt issuance costs			(362)	(410)
Proceeds from the exercise of warrants			161,408	0
Share repurchase and retirement	(100,000)		(100,000)	(125,071)
Proceeds from exercise of stock options			2,845	997
Payment of employee tax withholding related to RSUs and PSUs vesting			(3,077)	(3,072)
Net cash provided by financing activities			(118,450)	(159,525)
Effect of exchange rate changes on cash and cash equivalents			(1,013)	(1,620)
Net increase (decrease) in cash, cash equivalents and restricted cash			9,215	(48,803)
Cash, cash equivalents and restricted cash - beginning of period			109,115	104,432
Cash, cash equivalents and restricted cash - end of period	$ 118,330	$ 55,629	118,330	55,629
Supplemental cash flow information:
Interest paid			60,370	40,068
Income taxes paid, net of refunds			37,627	43,455
Supplemental non-cash investing and financing activities:
Earn-out shares issued to Platinum Stockholder			36,575	0
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end			6,927	6,420
Reclassification of private placement warrant liabilities to additional paid-in capital upon exercise			$ 49,032	$ 0

Segment Reporting (Tables)

9 Months Ended

Sep. 30, 2023

Segment Reporting [Abstract]

Financial Information by Segment

The following tables set forth financial information by segment for the respective periods:


	For the Three Months Ended September 30, 2023
	Commercial			Government			Parking			Corporate
($ in thousands)	Services			Solutions			Solutions			and Other			Total
Service revenue	$	98,149		$	85,092		$	17,788		$	—		$	201,029
Product sales		—			5,193			3,711			—			8,904
Total revenue		98,149			90,285			21,499			—			209,933
Cost of service revenue		567			578			4,005			—			5,150
Cost of product sales		—			3,584			3,280			—			6,864
Operating expenses		21,174			42,395			4,676			—			68,245
Selling, general and administrative expenses		15,544			15,181			6,002			—			36,727
Loss on disposal of assets, net		—			54			13			—			67
Other income, net		(4,418	)		(75	)		(5	)		—			(4,498	)
Segment profit	$	65,282		$	28,568		$	3,528		$	—		$	97,378
Segment profit	$	65,282		$	28,568		$	3,528		$	—		$	97,378
Depreciation and amortization		—			—			—			27,530			27,530
Transaction and other related expenses		—			—			—			152			152
Transformation expenses		—			—			—			1,582			1,582
Change in fair value of private placement warrants		—			—			—			(553	)		(553	)
Loss on interest rate swap		—			—			—			60			60
Loss on extinguishment of debt		—			—			—			1,975			1,975
Stock-based compensation		—			—			—			4,443			4,443
Interest expense, net		—			—			—			20,384			20,384
Income before income taxes	$	65,282		$	28,568		$	3,528		$	(55,573	)	$	41,805


	For the Three Months Ended September 30, 2022
	Commercial			Government			Parking		Corporate
($ in thousands)	Services			Solutions			Solutions		and Other			Total
Service revenue	$	86,056		$	77,441		$	17,120	$	—		$	180,617
Product sales		—			12,287			4,752		—			17,039
Total revenue		86,056			89,728			21,872		—			197,656
Cost of service revenue		478			481			3,185		—			4,144
Cost of product sales		—			7,496			3,821		—			11,317
Operating expenses		18,952			36,868			4,385		—			60,205
Selling, general and administrative expenses		14,126			15,034			6,218		—			35,378
(Gain) loss on disposal of assets, net		—			(54	)		10		—			(44	)
Other (income) expense, net		(3,869	)		(454	)	85			—			(4,238	)
Segment profit	$	56,369		$	30,357		$	4,168	$	—		$	90,894
Segment profit	$	56,369		$	30,357		$	4,168	$	—		$	90,894
Depreciation and amortization		—			—			—		35,079			35,079
Transaction and other related expenses		—			—			—		2,968			2,968
Transformation expenses		—			—			—		243			243
Change in fair value of private placement warrants		—			—			—		(2,267	)		(2,267	)
Gain on extinguishment of debt		—			—			—		(3,005	)		(3,005	)
Stock-based compensation		—			—			—		4,644			4,644
Interest expense, net		—			—			—		20,260			20,260
Income before income taxes	$	56,369		$	30,357		$	4,168	$	(57,922	)	$	32,972


	For the Nine Months Ended September 30, 2023
	Commercial			Government			Parking			Corporate
($ in thousands)	Services			Solutions			Solutions			and Other			Total
Service revenue	$	278,243		$	253,319		$	50,215		$	—		$	581,777
Product sales		—			11,143			13,377			—			24,520
Total revenue		278,243			264,462			63,592			—			606,297
Cost of service revenue		1,738			1,770			10,210			—			13,718
Cost of product sales		—			7,309			10,900			—			18,209
Operating expenses		61,819			119,398			13,649			—			194,866
Selling, general and administrative expenses		47,127			45,747			18,991			—			111,865
Loss on disposal of assets, net		—			170			13			—			183
Other income, net		(12,372	)		(325	)		(69	)		—			(12,766	)
Segment profit	$	179,931		$	90,393		$	9,898		$	—		$	280,222
Segment profit	$	179,931		$	90,393		$	9,898		$	—		$	280,222
Depreciation and amortization		—			—			—			86,835			86,835
Transaction and other related expenses		—			—			—			484			484
Transformation expenses		—			—			—			2,306			2,306
Change in fair value of private placement warrants		—			—			—			24,966			24,966
Gain on interest rate swap		—			—			—			(1,947	)		(1,947	)
Loss on extinguishment of debt		—			—			—			3,533			3,533
Stock-based compensation		—			—			—			12,346			12,346
Interest expense, net		—			—			—			65,842			65,842
Income before income taxes	$	179,931		$	90,393		$	9,898		$	(194,365	)	$	85,857


	For the Nine Months Ended September 30, 2022
	Commercial			Government			Parking		Corporate
($ in thousands)	Services			Solutions			Solutions		and Other			Total
Service revenue	$	244,409		$	225,337		$	46,507	$	—		$	516,253
Product sales		—			26,747			12,528		—			39,275
Total revenue		244,409			252,084			59,035		—			555,528
Cost of service revenue		1,576			1,517			8,543		—			11,636
Cost of product sales		—			16,116			9,522		—			25,638
Operating expenses		53,004			103,660			9,302		—			165,966
Selling, general and administrative expenses		40,980			45,732			21,184		—			107,896
Loss on disposal of assets, net		—			572			15		—			587
Other (income) expense, net		(10,664	)		(600	)		121		—			(11,143	)
Segment profit	$	159,513		$	85,087		$	10,348	$	—		$	254,948
Segment profit	$	159,513		$	85,087		$	10,348	$	—		$	254,948
Depreciation and amortization		—			—			—		105,294			105,294
Transaction and other related expenses		—			—			—		3,457			3,457
Transformation expenses		—			—			—		509			509
Change in fair value of private placement warrants		—			—			—		(5,133	)		(5,133	)
Tax receivable agreement liability adjustment		—			—			—		(965	)		(965	)
Gain on extinguishment of debt		—			—			—		(3,005	)		(3,005	)
Stock-based compensation		—			—			—		13,656			13,656
Interest expense, net		—			—			—		49,024			49,024
Income before income taxes	$	159,513		$	85,087		$	10,348	$	(162,837	)	$	92,111

Revenue from international customers

The following table details the revenues from international operations for the respective periods:


	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2023		2022		2023		2022
Australia	$	13,461	$	9,576	$	33,431	$	25,793
Canada		6,535		8,097		22,336		23,757
United Kingdom		4,923		4,517		17,585		15,716
All other		1,008		986		2,430		2,140
Total international revenues	$	25,927	$	23,176	$	75,782	$	67,406

15. Subsequent Event

On October 30, 2023, the Company’s Board of Directors authorized a share repurchase program for up to an aggregate amount of $100 million of its outstanding shares of Class A common stock over the next eighteen months. The level at which the Company repurchases depends on a number of factors, including its financial condition, capital requirements, cash flows, results of operations, future business prospects and other factors its management may deem relevant. The timing, volume and nature of repurchases are subject to market conditions, applicable securities laws and other factors and may be amended, suspended or discontinued at any time.

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2023	Nov. 06, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Entity Registrant Name	VERRA MOBILITY CORPORATION
Entity Central Index Key	0001682745
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Trading Symbol	VRRM
Security Exchange Name	NASDAQ
Entity File Number	001-37979
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-3563824
Entity Address, Address Line One	1150 North Alma School Road
Entity Address, City or Town	Mesa
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85201
City Area Code	480
Local Phone Number	443-7000
Document Quarterly Report	true
Document Transition Report	false
Entity Common Stock, Shares Outstanding		166,313,632

Subsequent Event

9 Months Ended

Sep. 30, 2023

Subsequent Events [Abstract]

Subsequent Event

15. Subsequent Event

Significant Accounting Policies - Summary of Activity in Allowance for Credit Loss (Details) - USD ($)
$ in Thousands

9 Months Ended

Sep. 30, 2023

Sep. 30, 2022

Accounts Notes And Loans Receivable [Line Items]

Balance

$ 15,907

$ 12,138

Credit loss expense

7,553

10,892

Write-offs, net of recoveries

(5,882)

(5,355)

Balance

17,578

17,675

Commercial Services (Driver Billed)

Accounts Notes And Loans Receivable [Line Items]

Balance

^[1]

9,600

5,397

Credit loss expense

^[1]

8,622

8,867

Write-offs, net of recoveries

^[1]

(5,031)

(2,810)

Balance

^[1]

13,191

11,454

Commercial Services (All Other)

Accounts Notes And Loans Receivable [Line Items]

Balance

1,577

3,092

Credit loss expense

756

835

Write-offs, net of recoveries

(104)

(2,089)

Balance

2,229

1,838

Government Solutions

Accounts Notes And Loans Receivable [Line Items]

Balance

4,573

3,649

Credit loss expense

(1,964)

694

Write-offs, net of recoveries

(185)

(26)

Balance

2,424

4,317

Parking Solutions [Member]

Accounts Notes And Loans Receivable [Line Items]

Balance

157

Credit loss expense

139

496

Write-offs, net of recoveries

(562)

(430)

Balance

$ 266

$ 66

[1]

Segment Reporting - Revenues from International Customers (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Segment Reporting Information [Line Items]
Revenues	$ 25,927	$ 23,176	$ 75,782	$ 67,406
Australia
Segment Reporting Information [Line Items]
Revenues	13,461	9,576	33,431	25,793
Canada
Segment Reporting Information [Line Items]
Revenues	6,535	8,097	22,336	23,757
United Kingdom
Segment Reporting Information [Line Items]
Revenues	4,923	4,517	17,585	15,716
All other
Segment Reporting Information [Line Items]
Revenues	$ 1,008	$ 986	$ 2,430	$ 2,140

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

+ Details

Income Taxes

9 Months Ended

Sep. 30, 2023

Income Tax Disclosure [Abstract]

Income Taxes

9. Income Taxes

The Company’s interim income tax provision is determined using an estimated annual effective tax rate, adjusted for discrete items arising in that period. The estimated annual effective tax rate requires judgment and is dependent upon several factors. The Company provides for income taxes under the liability method. This approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of differences between the tax basis of assets or liabilities and their carrying amounts in the financial statements.

The Company provides a valuation allowance for deferred tax assets if it is more likely than not that these items will expire before the Company is able to realize their benefit. The Company calculates the valuation allowance in accordance with the authoritative guidance relating to income taxes, which requires an assessment of both positive and negative evidence regarding the realizability of these deferred tax assets, when measuring the need for a valuation allowance. Significant judgment is required in determining any valuation allowance against deferred tax assets.

The Company’s effective income tax rate was 27.5% and 25.5% for the three months ended September 30, 2023 and 2022, respectively, and 37.1% and 30.2% for the nine months ended September 30, 2023 and 2022, respectively. The primary driver for the effective tax rate variance is the permanent difference related to the mark-to-market adjustments on the Private Placement Warrants.

- 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
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Other Significant Transactions - Additional Information (Details)
$ / shares in Units, $ in Thousands

3 Months Ended

9 Months Ended

Jul. 26, 2023

$ / shares

Jun. 14, 2023

$ / shares

Jan. 27, 2020

USD ($)

$ / shares

Apr. 26, 2019

$ / shares

Sep. 30, 2023

USD ($)

$ / shares

Sep. 30, 2022

USD ($)

Sep. 30, 2023

USD ($)

$ / shares

Sep. 30, 2022

USD ($)

Jun. 30, 2021

Oct. 17, 2018

USD ($)

Total revenue

$ 209,933

$ 197,656

$ 606,297

$ 555,528

Term of volatility and risk free rates utilizing a peer group | yr

Minimum | Common Stock Price Greater than $13.00

Common stock price threshold trading days

10 days

Minimum | Common Stock Price Greater than $15.50

Common stock price threshold trading days

10 days

Maximum | Common Stock Price Greater than $13.00

Common stock price threshold trading days

20 days

Maximum | Common Stock Price Greater than $15.50

Common stock price threshold trading days

20 days

Verra Mobility Business Combination

Tax receivable agreement, portion of net cash savings paid out

50.00%

Tax receivable agreement, portion of net cash savings retained

50.00%

Estimated maximum benefit to be paid to tax receivable agreement

70,000

$ 70,000

5,000

Increase to payable related to tax receivable agreement adjustment

$ 1,000

Tax receivable agreement, amount payable

55,900

Tax receivable agreement, amount payable, non-current

$ 50,900

Contingency period

5 years

Verra Mobility Business Combination | Platinum Stockholder | Common Stock Price Greater than $13.00 and $15.50

Earn-out shares issuable if condition met | shares

10,000,000

Verra Mobility Business Combination | Platinum Stockholder | Common Stock Price Greater than $13.00

Common stock price | $ / shares

$ 20.5

$ 18

$ 15.5

$ 13

Verra Mobility Business Combination | Platinum Stockholder | Common Stock Price Greater than $15.50 | Common Stock Contingent Consideration

Earn-out shares issued value

$ 73,150

Verra Mobility Business Combination | Platinum Stockholder | Earn-Out Agreement

Contingent consideration

$ 73,150

Term of volatility and risk free rates utilizing a peer group | yr

Verra Mobility Business Combination | Platinum Stockholder | Earn-Out Agreement | Common Stock Price Greater than $13.00

Earn-out shares issuable if condition met | shares

2,500,000

Common stock price | $ / shares

^[1]

$ 13

Verra Mobility Business Combination | Platinum Stockholder | Earn-Out Agreement | Common Stock Price Greater than $15.50

Earn-out shares issuable if condition met | shares

2,500,000

Common stock price | $ / shares

^[1]

$ 15.5

Verra Mobility Business Combination | Minimum

Common stock price threshold trading days

10 days

Verra Mobility Business Combination | Minimum | Platinum Stockholder | Common Stock Price Greater than $13.00

Common stock price threshold trading days

10 days

Verra Mobility Business Combination | Minimum | Platinum Stockholder | Common Stock Price Greater than $15.50

Common stock price threshold trading days

10 days

Verra Mobility Business Combination | Maximum

Common stock price threshold trading days

20 days

Verra Mobility Business Combination | Maximum | Platinum Stockholder | Common Stock Price Greater than $13.00

Common stock price threshold trading days

20 days

Verra Mobility Business Combination | Maximum | Platinum Stockholder | Common Stock Price Greater than $15.50

Common stock price threshold trading days

20 days

[1]	All four tranches of Earn-Out Shares have been issued, as discussed below.

Subsequent Event - Additional Information (Details) - USD ($) $ in Millions	Oct. 30, 2023	Aug. 19, 2022
Subsequent Event [Line Items]
Share repurchase program, authorized amount		$ 68.1
Class A common stock \| Subsequent Event [Member]
Subsequent Event [Line Items]
Share repurchase program, authorized amount	$ 100.0

Stock-Based Compensation

9 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

11. Stock-Based Compensation

The following details the components of stock-based compensation for the respective periods:


	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2023		2022		2023		2022
Operating expenses	$	628	$	331	$	1,507	$	829
Selling, general and administrative expenses		3,815		4,313		10,839		12,827
Total stock-based compensation expense	$	4,443	$	4,644	$	12,346	$	13,656

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Components of Stock Based Compensation Expense

The following details the components of stock-based compensation for the respective periods:


	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2023		2022		2023		2022
Operating expenses	$	628	$	331	$	1,507	$	829
Selling, general and administrative expenses		3,815		4,313		10,839		12,827
Total stock-based compensation expense	$	4,443	$	4,644	$	12,346	$	13,656

Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Summary of Concentration of Credit Risk

Revenue from the single Government Solutions customer exceeding 10% of total revenue is presented below:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
City of New York Department of Transportation		16.5	%		20.5	%		17.1	%		19.5	%

Significant customer revenues generated through the Company’s Commercial Services partners as a percent of total revenue are presented below:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
Hertz Corporation		11.8	%		12.6	%		11.8	%		11.8	%
Avis Budget Group, Inc.		15.1	%		13.9	%		13.8	%		12.9	%
Enterprise Holdings, Inc.		11.6	%		10.3	%		10.5	%		9.7	%

Summary of Activity in Allowance for Credit Loss

The following presents the activity in the allowance for credit losses for the nine months ended September 30, 2023 and 2022, respectively:


($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)			Government Solutions			Parking Solutions			Total
Balance at January 1, 2023	$	9,600		$	1,577		$	4,573		$	157		$	15,907
Credit loss expense		8,622			756			(1,964	)		139			7,553
Write-offs, net of recoveries		(5,031	)		(104	)		(185	)		(562	)		(5,882	)
Balance at September 30, 2023	$	13,191		$	2,229		$	2,424		$	(266	)	$	17,578

($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)			Government Solutions			Parking Solutions			Total
Balance at January 1, 2022	$	5,397		$	3,092		$	3,649		$	—		$	12,138
Credit loss expense		8,867			835			694			496			10,892
Write-offs, net of recoveries		(2,810	)		(2,089	)		(26	)		(430	)		(5,355	)
Balance at September 30, 2022	$	11,454		$	1,838		$	4,317		$	66		$	17,675

(1)

Prepaid Expenses and Other Current Assets (Tables)

9 Months Ended

Sep. 30, 2023

Prepaid Expense and Other Assets, Current [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following at:


($ in thousands)	September 30, 2023		December 31, 2022
Prepaid services	$	10,942	$	9,171
Prepaid tolls		9,005		9,978
Costs to fulfill a customer contract		5,452		3,193
Prepaid computer maintenance		4,290		5,492
Prepaid income taxes		5,814		4,629
Interest rate swap asset		2,266		—
Deposits		1,778		2,057
Other		1,650		5,084
Total prepaid expenses and other current assets	$	41,197	$	39,604

Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

7. Fair Value of Financial Instruments

ASC Topic 820, Fair Value Measurement, includes a single definition of fair value to be used for financial reporting purposes, provides a framework for applying this definition and for measuring fair value under GAAP, and establishes a fair value hierarchy that categorizes into three levels the inputs to valuation techniques used to measure fair value. The three levels of the fair value hierarchy are summarized as follows:

Level 1 – Fair value is based on observable inputs such as quoted prices for identical assets or liabilities in active markets.

Level 2 – Fair value is determined using quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active or inputs other than quoted prices that are directly or indirectly observable.

Level 3 – Fair value is determined using one or more significant inputs that are unobservable in active markets at the measurement date, such as a pricing model, discounted cash flow, or similar technique.

The carrying amounts reported in the Company’s condensed consolidated balance sheets for cash, accounts receivable, accounts payable and accrued expenses approximate fair value due to the immediate to short-term maturity of these financial instruments. The estimated fair value of the Company’s long-term debt was calculated based upon available market information. The carrying value and the estimated fair value of long-term debt are as follows:


	Level in	September 30, 2023				December 31, 2022
	Fair Value	Carrying		Estimated		Carrying		Estimated
($ in thousands)	Hierarchy	Amount		Fair Value		Amount		Fair Value
2021 Term Loan	2	$	693,234	$	708,609	$	866,365	$	883,891
Senior Notes	2		346,136		318,500		345,615		313,250

The Company had issued Private Placement Warrants in connection with the IPO to acquire shares of the Company's Class A Common Stock which had a five-year term and expired in October 2023. As of September 30, 2023, all Private Placement Warrants were exercised by the warrant holders. The fair value of the Private Placement Warrants liabilities was measured on a recurring basis and was estimated using the Black-Scholes option pricing model using significant unobservable inputs, and was therefore classified within level 3 of the fair value hierarchy. The key assumptions used at December 31, 2022 were as follows:


	December 31, 2022
Stock price	$	13.83
Strike price	$	11.50
Volatility		44.0	%
Remaining life (in years)		0.8
Risk-free interest rate		4.74	%
Expected dividend yield		0.0	%
Estimated fair value (per warrant)	$	3.61

The following summarizes the changes in fair value of Private Placement Warrant liabilities included in net income and the impact of exercises for the respective periods:


	Three Months Ended September 30,						Nine Months Ended September 30,
($ in thousands)	2023			2022			2023			2022
Beginning balance	$	5,430		$	35,600		$	24,066		$	38,466
Change in fair value of private placement warrants		(553	)		(2,267	)		24,966			(5,133	)
Exercise of warrants		(4,877	)		—			(49,032	)		—
Ending balance	$	—		$	33,333		$	—		$	33,333

Change in fair value of private placement warrants consists of adjustments related to the Private Placement Warrants liabilities re-measured to fair value at the end of each reporting period and the final mark-to-market adjustments for exercised warrants. During the nine months ended September 30, 2023, there were 6.7 million exercises of Private Placement Warrants which reduced our Private Placement Warrants liabilities by $49.0 million with an offset to common stock at par value and the remaining to additional paid in capital.

The Company has an equity investment measured at cost with a carrying value of $1.9 million as of September 30, 2023, and is only adjusted to fair value if there are identified events that would indicate a need for an upward or downward adjustment or changes in circumstances that may indicate impairment. The estimation of fair value requires the use of significant unobservable inputs, such as voting rights and obligations in the securities held, and is therefore classified within level 3 of the fair value hierarchy. There were no identified events that required a fair value adjustment during the nine months ended September 30, 2023.

The recurring fair value measurement of the interest rate swap was valued based on observable inputs for similar assets and liabilities including swaption values and other observable inputs for interest rates and yield curves and is classified within level 2 of the fair value hierarchy. The following presents the changes in the fair value of the interest rate swap in the gross balances within the below line items for the respective periods:


($ in thousands)	Three Months Ended September 30, 2023			Nine Months Ended September 30, 2023
Prepaid expenses and other current assets
Beginning balance	$	2,263		$	—
Change in fair value of interest rate swap		3			2,266
Ending balance	$	2,266		$	2,266

Other non-current assets
Beginning balance	$	2,296		$	1,973
Change in fair value of interest rate swap		(204	)		119
Ending balance	$	2,092		$	2,092

Accrued liabilities
Beginning balance	$	—		$	977
Change in fair value of interest rate swap		—			(977	)
Ending balance	$	—		$	—

The Company separately classifies the current and non-current components based on the value of settlements due within 12 months (current) and greater than 12 months (non-current). For additional information on the interest rate swap, refer to Note 2, Significant Accounting Policies.

- 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

Insider Trading Arrangements	9 Months Ended
Insider Trading Arrangements	Sep. 30, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Long-term Debt - Summary of Senior Notes Redemption Prices Set Forth in Percentages by Year (Details) - Senior Notes, due 2029	9 Months Ended
	Sep. 30, 2023
2024
Debt Instrument Redemption [Line Items]
Redemption percentage	102.75%
2025
Debt Instrument Redemption [Line Items]
Redemption percentage	101.375%
2026 and thereafter
Debt Instrument Redemption [Line Items]
Redemption percentage	100.00%

Goodwill and Intangible Assets - Gross Carrying Amount and Accumulated Amortization of Separately Identifiable Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 856,430	$ 857,798
Accumulated Amortization	540,676	480,378
Less: accumulated amortization	(540,676)	(480,378)
Intangible assets, net	$ 315,754	$ 377,420
Trademarks
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	4 months 24 days	4 months 24 days
Gross Carrying Amount	$ 36,113	$ 36,151
Accumulated Amortization	$ 32,718	$ 32,233
Non-compete Agreements
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	0 years	1 month 6 days
Gross Carrying Amount	$ 62,541	$ 62,529
Accumulated Amortization	$ 62,541	$ 60,926
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	4 years 8 months 12 days	5 years 6 months
Gross Carrying Amount	$ 557,223	$ 557,570
Accumulated Amortization	$ 273,108	$ 227,102
Developed Technology
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	10 months 24 days	1 year 2 months 12 days
Gross Carrying Amount	$ 200,553	$ 201,548
Accumulated Amortization	$ 172,309	$ 160,117

Acquisition - Summary of Allocation of Preliminary Purchase Consideration (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Assets acquired
Inventory	$ 19,943	$ 19,307
Liabilities assumed
Deferred Tax Liabilities, Net	7,519	7,559
Goodwill	$ 832,817	$ 833,480

- Definition

+ References + Details

Long-term Debt - Summary of the Company's Long-term Debt (Parenthetical) (Details)	9 Months Ended
	Sep. 30, 2023
2021 Term Loan, due 2028
Debt Instrument [Line Items]
Debt instrument, maturity year	2028
Senior Notes, due 2029
Debt Instrument [Line Items]
Debt instrument, maturity year	2029

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Long-term Debt - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Mar. 31, 2021	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2020	Jun. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Outstanding Borrowings		$ 706,800		$ 706,800
Debt instrument, maturity date	Mar. 26, 2028
Offering discount cost		3,869		3,869				$ 5,637
Deferred financing costs		$ 13,603		13,603				$ 18,489
Repayment of outstanding debt				$ 179,264	$ 6,764
Debt instrument interest rate		8.70%		8.70%
Loss (gain) on extinguishment of debt		$ 1,975	$ (3,005)	$ 3,533	(3,005)
Loan recieved under PPP						$ 2,900
Interest expense including amortization of deferred financing costs and discounts		$ 20,400	$ 20,300	$ 65,800	$ 49,000
Weighted average effective interest rates		7.60%		7.60%				7.00%
2021 Term Loan, due 2028
Debt Instrument [Line Items]
Aggregate borrowing	$ 900,000	$ 706,842		$ 706,842				$ 886,106
Debt instrument available amount to borrow									$ 250,000
Offering discount cost									4,600
Deferred financing costs									$ 4,500
Debt instrument, interest rate during the period				1.00%
Early Repayments of Term Loan				$ 172,500
Loss (gain) on extinguishment of debt		(2,000)		$ (3,500)
2021 Term Loan, due 2028 \| Base Rate
Debt Instrument [Line Items]
Debt instrument interest rate per annum				2.25%
2021 Term Loan, due 2028 \| LIBOR
Debt Instrument [Line Items]
Debt instrument interest rate per annum				3.25%
Senior Notes, due 2029
Debt Instrument [Line Items]
Aggregate borrowing		$ 350,000		$ 350,000				350,000
Debt instrument, maturity date	Apr. 15, 2029
Deferred financing costs	$ 5,700
Debt instrument, aggregate principal amount	$ 350,000
Fixed interest rate		5.50%		5.50%
Debt instrument, payment terms				payable on April 15 and October 15 of each year
Senior Notes, due 2029 \| Maximum
Debt Instrument [Line Items]
Redemption percentage				40.00%
2021 Term Loan and Senior Notes \| One Month Credit Spread
Debt Instrument [Line Items]
Credit spread adjustment Rate		0.11448%		0.11448%
2021 Term Loan and Senior Notes \| Three Month Credit Spread
Debt Instrument [Line Items]
Credit spread adjustment Rate		0.26161%		0.26161%
2021 Term Loan and Senior Notes \| Six Month Credit Spread
Debt Instrument [Line Items]
Credit spread adjustment Rate		0.42826%		0.42826%
2021 Term Loan and Senior Notes \| Twelve Month Credit Spread
Debt Instrument [Line Items]
Credit spread adjustment Rate		0.71513%		0.71513%
Revolver
Debt Instrument [Line Items]
Revolving commitment				$ 75,000
Outstanding borrowings		$ 0		0				0
Outstanding letters of credit		$ 200		$ 200				$ 74,800
Debt instrument, periodic payment, interest rate		0.375%		0.375%
Participation and fronting fees percentage on outstanding letter of credit				1.38%
Revolver \| Base Rate 0.25%
Debt Instrument [Line Items]
Debt instrument interest rate per annum				0.25%
Revolver \| Base Rate 0.50%
Debt Instrument [Line Items]
Debt instrument interest rate per annum				0.50%
Revolver \| Base Rate 0.75%
Debt Instrument [Line Items]
Debt instrument interest rate per annum				0.75%
Revolver \| SOFR 1.25%
Debt Instrument [Line Items]
Debt instrument interest rate per annum				1.25%
Revolver \| SOFR 1.50%
Debt Instrument [Line Items]
Debt instrument interest rate per annum				1.50%
Revolver \| SOFR 1.75%
Debt Instrument [Line Items]
Debt instrument interest rate per annum				1.75%
Revolver \| One Month Credit Spread
Debt Instrument [Line Items]
Credit spread adjustment Rate							0.10%
Revolver \| Three Month Credit Spread
Debt Instrument [Line Items]
Credit spread adjustment Rate		0.15%		0.15%
Revolver \| Six Month Credit Spread
Debt Instrument [Line Items]
Credit spread adjustment Rate		0.25%		0.25%

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 114,379	$ 105,204
Restricted cash	3,951	3,911
Accounts receivable (net of allowance for credit losses of $17.6 million and $15.9 million at September 30, 2023 and December 31, 2022, respectively)	191,753	163,786
Unbilled receivables	40,069	30,782
Inventory	19,943	19,307
Prepaid expenses and other current assets	41,197	39,604
Total current assets	411,292	362,594
Installation and service parts, net	26,127	22,923
Property and equipment, net	117,827	109,775
Operating lease assets	35,299	37,593
Intangible assets, net	315,754	377,420
Goodwill	832,817	833,480
Other non-current assets	16,959	12,484
Total assets	1,756,075	1,756,269
Current liabilities:
Accounts payable	89,760	79,869
Deferred revenue	34,322	31,164
Accrued liabilities	59,459	48,847
Tax receivable agreement liability, current portion	5,007	4,994
Current portion of long-term debt	9,019	21,935
Total current liabilities	197,567	186,809
Long-term debt, net of current portion	1,030,351	1,190,045
Operating lease liabilities, net of current portion	30,552	33,362
Tax receivable agreement liability, net of current portion	50,900	50,900
Private placement warrant liabilities	0	24,066
Asset retirement obligation	14,075	12,993
Deferred tax liabilities, net	19,015	21,149
Other long-term liabilities	9,559	5,875
Total liabilities	1,352,019	1,525,199
Commitments and contingencies (Note 13)
Stockholders' equity
Preferred stock, $0.0001 par value, 1,000 shares authorized with no shares issued and outstanding at September 30, 2023 and December 31, 2022	0	0
Common stock, $0.0001 par value, 260,000 shares authorized with 166,310 and 148,962 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively.	17	15
Common stock contingent consideration	0	36,575
Additional paid-in capital	549,374	305,423
Accumulated deficit	(128,909)	(98,078)
Accumulated other comprehensive loss	(16,426)	(12,865)
Total stockholders' equity	404,056	231,070
Total liabilities and stockholders' equity	$ 1,756,075	$ 1,756,269

Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill by Reportable Segment (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2023 USD ($)
Goodwill [Line Items]
Balance	$ 833,480
Foreign currency translation adjustment	(663)
Balance	832,817
Commercial Services
Goodwill [Line Items]
Balance	419,720
Foreign currency translation adjustment	88
Balance	419,808
Government Solutions
Goodwill [Line Items]
Balance	214,618
Foreign currency translation adjustment	(751)
Balance	213,867
Parking Solutions [Member]
Goodwill [Line Items]
Balance	199,142
Foreign currency translation adjustment	0
Balance	$ 199,142

- Definition

+ References + Details

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

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-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

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-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

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-Paragraph 1
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-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

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-Topic 350
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1A

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Commitment and Contingencies

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

13. Commitments and Contingencies

The Company had $1.9 million of bank guarantees at September 30, 2023 required to support bids and contracts with certain international customers.

The Company has non-cancelable purchase commitments to certain vendors. The aggregate non-cancelable purchase commitments outstanding at September 30, 2023 were $20.0 million. The majority of these outstanding commitments are expected to be incurred in the next twelve months, and approximately $2.9 million is expected to be incurred subsequent to September 30, 2024.

The Company is subject to tax audits in the normal course of business and does not have material contingencies recorded related to such audits.

The Company accrues for claims and contingencies when losses become probable and reasonably estimable. As of the end of each applicable reporting period, the Company reviews each of its matters and, where it is probable that a liability has been or will be incurred, the Company accrues for all probable and reasonably estimable losses. Where the Company can reasonably estimate a range of loss it may incur regarding such a matter, the Company records an accrual for the amount within the range that constitutes its best estimate. If the Company can reasonably estimate a range but no amount within the range appears to be a better estimate than any other, the Company uses the amount that is the low end of such range.

Legal Proceedings

The Company is subject to legal and regulatory actions that arise from time to time in the ordinary course of business. The Company records a liability when it believes it is probable a loss will be incurred and the amount of loss or range of loss can be reasonably estimated. The assessment as to whether a loss is probable, reasonably possible or remote, and as to whether a loss or a range of such loss is estimable, often involves significant judgment about future events. The Company has determined that resolution of pending matters is not probable to have a material adverse impact on its results of operations, cash flows, or financial position, and accordingly, no material contingency accruals are recorded. However, the outcome of litigation is inherently uncertain. As additional information becomes available, the Company reassesses the potential liability.

Brantley v. City of Gretna is a class action lawsuit filed in the 24th Judicial District Court of Jefferson Parish, Louisiana against the City of Gretna (“City”) and its safety camera vendor, Redflex Traffic Systems, Inc. in April 2016. The plaintiff class, which was certified on March 30, 2021, alleges that the City’s safety camera program was implemented and operated in violation of local ordinances and the state constitution, including that the City’s hearing process violated the plaintiffs’ due process rights for lack of a “neutral” arbiter of liability for traffic infractions. Plaintiffs seek recovery of traffic infraction fines paid. The City and Redflex Traffic Systems, Inc. appealed the trial court’s ruling granting class certification, which was denied and their petition for discretionary review of the certification ruling by the Louisiana Supreme Court was declined. Merits discovery in the trial court is underway. Trial has been scheduled for March 2025. Based on the information available to the Company at present, it cannot reasonably estimate a range of loss for this action and, accordingly, it has not accrued any liability associated with this action.

PlusPass Inc. (“PlusPass”) v. Verra Mobility Corporation, et al. is a lawsuit filed in the United States District Court, Central District of California, against Verra Mobility, The Gores Group LLC, Platinum Equity LLC, and ATS Processing Services, Inc., in November 2020. PlusPass filed amended complaints on November 20, 2020 and April 27, 2021. PlusPass alleges that Verra Mobility violated Section 7 of the Clayton Act through a merger of Highway Toll Administration, LLC (“HTA”) and American Traffic Solutions, Inc. (“ATS”) in 2018, and that Verra Mobility violated Sections 1 and 2 of the Sherman Antitrust Act of 1890 by using exclusive agreements in restraint of trade and other allegedly anticompetitive means to acquire and maintain monopoly power in the market for the administration of electronic toll payment collection for rental cars. PlusPass seeks injunctive relief, divestiture by Verra Mobility of HTA, damages in an amount to be determined, and attorneys’ fees and costs. On May 28, 2021, Verra Mobility filed a motion to dismiss PlusPass’ second amended complaint in its entirety, which was denied in August 2021. Discovery is closed. Verra Mobility filed a motion for summary judgment on June 21, 2023, which is pending. Trial had been set for November 2023, but was moved by the court to April 2024. Verra Mobility believes that all of PlusPass' claims are without merit and will defend itself vigorously in this litigation. Based on the information available to the Company at present, it cannot reasonably estimate a range of loss for this action and, accordingly, it has not accrued any liability associated with this action.

Commitment and Contingencies - Additional Information (Details) $ in Millions	9 Months Ended
	Sep. 30, 2023 USD ($)
Loss Contingencies [Line Items]
Bank guarantees required to support bids and contracts	$ 1.9
Non-cancelable purchase commitments outstanding	20.0
Purchase commitments expected to incurred	$ 2.9

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Common Stock Platinum Stockholder	Common Stock Contingent Consideration	Common Stock Contingent Consideration Platinum Stockholder	Additional Paid-in Capital	Additional Paid-in Capital Platinum Stockholder	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)
Beginning Balance at Dec. 31, 2021	$ 259,964	$ 16		$ 36,575		$ 309,883		$ (81,416)	$ (5,094)
Beginning Balance (in shares) at Dec. 31, 2021		156,079,000
Net income	10,040							10,040
Vesting of RSUs and PSUs (in shares)		154,000
Exercise of stock options	93					93
Exercise of stock options (in shares)		7,000
Payment of employee tax withholding related to RSUs and PSUs vesting	(1,436)					(1,436)
Stock-based compensation	4,446					4,446
Other comprehensive income (loss),net of tax	2,708								2,708
Ending Balance at Mar. 31, 2022	275,815	$ 16		36,575		312,986		(71,376)	(2,386)
Ending Balance (in shares) at Mar. 31, 2022		156,240,000
Beginning Balance at Dec. 31, 2021	259,964	$ 16		36,575		309,883		(81,416)	(5,094)
Beginning Balance (in shares) at Dec. 31, 2021		156,079,000
Net income	64,257
Ending Balance at Sep. 30, 2022	194,891	$ 15		36,575		307,471		(128,236)	(20,934)
Ending Balance (in shares) at Sep. 30, 2022		149,551,000
Beginning Balance at Mar. 31, 2022	275,815	$ 16		36,575		312,986		(71,376)	(2,386)
Beginning Balance (in shares) at Mar. 31, 2022		156,240,000
Net income	29,641							29,641
Share repurchase and retirement	(55,281)	$ (1)				(6,163)		(49,117)
Share repurchase and retirement (in shares)		(3,076,000)
Vesting of RSUs and PSUs (in shares)		51,000
Exercise of stock options	66					66
Exercise of stock options (in shares)		5,000
Payment of employee tax withholding related to RSUs and PSUs vesting	(203)					(203)
Stock-based compensation	4,566					4,566
Other comprehensive income (loss),net of tax	(10,381)								(10,381)
Ending Balance at Jun. 30, 2022	244,223	$ 15		36,575		311,252		(90,852)	(12,767)
Ending Balance (in shares) at Jun. 30, 2022		153,220,000
Net income	24,576							24,576
Share repurchase and retirement	(69,790)					(7,830)		(61,960)
Share repurchase and retirement (in shares)		(3,855,000)
Vesting of RSUs and PSUs (in shares)		122,000
Exercise of stock options	838					838
Exercise of stock options (in shares)		64,000
Payment of employee tax withholding related to RSUs and PSUs vesting	(1,433)					(1,433)
Stock-based compensation	4,644					4,644
Other comprehensive income (loss),net of tax	(8,167)								(8,167)
Ending Balance at Sep. 30, 2022	194,891	$ 15		36,575		307,471		(128,236)	(20,934)
Ending Balance (in shares) at Sep. 30, 2022		149,551,000
Beginning Balance at Dec. 31, 2022	231,070	$ 15		36,575		305,423		(98,078)	(12,865)
Beginning Balance (in shares) at Dec. 31, 2022		148,962,000
Net income	4,577							4,577
Vesting of restricted stock units ("RSUs") and performance share units ("PSUs'') (in shares)		313,000
Exercise of stock options	699					699
Exercise of stock options (in shares)		53,000
Payment of employee tax withholding related to RSUs and PSUs vesting	(2,526)					(2,526)
Exercise of public warrants ( in Shares)		633,000
Stock-based compensation	3,378					3,378
Other comprehensive income (loss),net of tax	(90)								(90)
Ending Balance at Mar. 31, 2023	237,108	$ 15		36,575		306,974		(93,501)	(12,955)
Ending Balance (in shares) at Mar. 31, 2023		149,961,000
Beginning Balance at Dec. 31, 2022	231,070	$ 15		36,575		305,423		(98,078)	(12,865)
Beginning Balance (in shares) at Dec. 31, 2022		148,962,000
Net income	53,993
Ending Balance at Sep. 30, 2023	404,056	$ 17				549,374		(128,909)	(16,426)
Ending Balance (in shares) at Sep. 30, 2023		166,310,000
Beginning Balance at Mar. 31, 2023	237,108	$ 15		36,575		306,974		(93,501)	(12,955)
Beginning Balance (in shares) at Mar. 31, 2023		149,961,000
Net income	19,108							19,108
Earn-out shares issued to Platinum Stockholder					$ (18,288)		$ 18,288
Earn-out shares issued to Platinum Stockholder (in shares)			2,500,000
Vesting of restricted stock units ("RSUs") and performance share units ("PSUs'') (in shares)		121,000
Exercise of stock options	1,689					1,689
Exercise of stock options (in shares)		127,000
Payment of employee tax withholding related to RSUs and PSUs vesting	(502)					(502)
Exercise of public warrants ( in Shares)		14,208,000
Exercise of public warrants	202,654	$ 2				202,652
Stock-based compensation	4,525					4,525
Other comprehensive income (loss),net of tax	718								718
Ending Balance at Jun. 30, 2023	465,300	$ 17		$ 18,287		533,626		(74,393)	(12,237)
Ending Balance (in shares) at Jun. 30, 2023		166,917,000
Net income	30,308							30,308
Earn-out shares issued to Platinum Stockholder					$ (18,287)		$ 18,287
Earn-out shares issued to Platinum Stockholder (in shares)			2,500,000
Share repurchase and retirement	(100,000)					(15,176)		(84,824)
Share repurchase and retirement (in shares)		4,581,000
Vesting of restricted stock units ("RSUs") and performance share units ("PSUs'') (in shares)		7,000
Exercise of stock options	457					457
Exercise of stock options (in shares)		34,000
Payment of employee tax withholding related to RSUs and PSUs vesting	(49)					(49)
Exercise of public warrants ( in Shares)		1,433,000
Exercise of public warrants	7,786					7,786
Stock-based compensation	4,443					4,443
Other comprehensive income (loss),net of tax	(4,189)								(4,189)
Ending Balance at Sep. 30, 2023	$ 404,056	$ 17				$ 549,374		$ (128,909)	$ (16,426)
Ending Balance (in shares) at Sep. 30, 2023		166,310,000

Other Significant Transactions

9 Months Ended

Sep. 30, 2023

Other Significant Transactions

12. Other Significant Transactions

Tax Receivable Agreement

At the closing of the Business Combination, the Company entered into a Tax Receivable Agreement (“TRA”) with the Platinum Stockholder. On August 3, 2022, the Platinum Stockholder sold and transferred to Lakeside Smart Holdco L.P (“Lakeside”), all of its rights, remaining interests and obligations as of that date under the TRA. The TRA provides for the payment to Lakeside of 50.0% of the net cash savings, if any, in U.S. federal, state and local income tax that the Company actually realizes (or is deemed to realize in certain circumstances) in periods after the closing of the Business Combination as a result of the increased tax basis of certain acquired intangibles prior to the Business Combination. The Company generally retains the benefit of the remaining 50.0% of these cash savings. The Company estimated the potential maximum benefit to be paid will be approximately $70.0 million, and recorded an initial liability and corresponding charge to equity at the closing of the Business Combination.

At September 30, 2023, the TRA liability was approximately $55.9 million of which $5.0 million was the current portion and $50.9 million was the non-current portion, both of which are included in the respective tax receivable agreement liability line items on the condensed consolidated balance sheets.

There were no changes to the TRA liability for the nine months ended September 30, 2023. The Company recorded a $1.0 million benefit for the nine months ended September 30, 2022 which resulted from lower estimated state tax rates due to changes in apportionment.

Earn-Out Agreement

Under the Merger Agreement, the Platinum Stockholder was entitled to receive additional shares of Class A Common Stock (the “Earn-Out Shares”) if the volume weighted average closing sale price of one share of Class A Common Stock on the Nasdaq exceeded certain thresholds for a period of at least 10 days out of 20 consecutive trading days at any time during the five-year period following the closing of the Business Combination (the “Common Stock Price”).

The Earn-Out Shares were issued by the Company to the Platinum Stockholder upon meeting the below Common Stock Price Thresholds (each, a “Triggering Event”):


Common Stock Price Thresholds		One-time Issuance of Shares
> $13.00 (a)		2,500,000
> $15.50 (a)		2,500,000
> $18.00 (a)		2,500,000
> $20.50 (a)		2,500,000

(a)

All four tranches of Earn-Out Shares have been issued, as discussed below.

The Company estimated the original fair value of the contingently issuable shares to be $73.15 million, which was not subject to future revisions during the five-year period discussed above. The Company used a Monte Carlo simulation option-pricing model to arrive at its original estimate. Each tranche was valued separately giving specific consideration to the tranche’s price target. The simulation considered volatility and risk-free rates utilizing a peer group based on a five-year term. This was initially recorded as a distribution to shareholders and was presented as common stock contingent consideration. Upon the occurrence of each Triggering Event, any issuable shares were transferred from common stock contingent consideration to common stock and additional paid-in capital accounts.

On April 26, 2019, January 27, 2020, June 14, 2023, and July 26, 2023, the Triggering Events for the issuance of the first, second, third and fourth tranches of Earn-Out Shares occurred, as the volume weighted average closing sale price per share of the Company’s Class A Common Stock as of each date had been greater than $13.00, $15.50, $18.00, and $20.50, respectively, for 10 out of 20 consecutive trading days. These Triggering Events resulted in the issuance of an aggregate 10,000,000 shares of the Company’s Class A Common Stock to the Platinum Stockholder and an aggregate increase in the Company’s common stock and additional paid-in capital accounts of $73.15 million, with a corresponding decrease to the common stock contingent consideration account. As of September 30, 2023, there are no shares that remain contingently issuable under the Earn-Out agreement.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(e))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-6

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

+ Details

Other Significant Transactions - Summary of Earn Out Shares Issued by Company to Platinum Stockholder (Details) - Platinum Stockholder - Verra Mobility Business Combination - $ / shares

9 Months Ended

Sep. 30, 2023

Jul. 26, 2023

Jun. 14, 2023

Jan. 27, 2020

Apr. 26, 2019

Common Stock Price Greater than $13.00

Common Stock Price thresholds

$ 20.5

$ 18

$ 15.5

$ 13

Common Stock Price Greater than $13.00 | Earn-Out Agreement

Common Stock Price thresholds

^[1]

$ 13

One-time issuance of shares

2,500,000

Common Stock Price Greater than $15.50 | Earn-Out Agreement

Common Stock Price thresholds

^[1]

$ 15.5

One-time issuance of shares

2,500,000

Common Stock Price Greater than $18.00 | Earn-Out Agreement

Common Stock Price thresholds

^[1]

$ 18

One-time issuance of shares

2,500,000

Common Stock Price Greater than $20.50 | Earn-Out Agreement

Common Stock Price thresholds

^[1]

$ 20.5

One-time issuance of shares

2,500,000

[1]	All four tranches of Earn-Out Shares have been issued, as discussed below.

Long-term Debt - Schedule of Consolidated First Lien Net Leverage Ratio and Applicable Prepayment Percentage (Details) - 2021 Term Loan, due 2028	9 Months Ended
	Sep. 30, 2023
> 3.70:1.00
Debt Instrument [Line Items]
Applicable prepayment percentage	50.00%
≤ 3.70:1.00 and > 3.20:1.00
Debt Instrument [Line Items]
Applicable prepayment percentage	25.00%
≤ 3.20:1.00
Debt Instrument [Line Items]
Applicable prepayment percentage	0.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Segment Reporting

9 Months Ended

Sep. 30, 2023

Segment Reporting [Abstract]

Segment Reporting

14. Segment Reporting

The Company has three operating and reportable segments: Commercial Services, Government Solutions and Parking Solutions. Commercial Services offers toll and violation management solutions and title and registration services to commercial fleet vehicle owners, rental car companies and violation-issuing authorities. Government Solutions implements and administers traffic safety programs and products for municipalities and government agencies of all sizes. Parking Solutions provides an integrated suite of parking software and hardware solutions to its customers. The Company’s Chief Operating Decision Maker function (“CODM”) is comprised of the Company’s CEO and certain defined representatives of the Company’s executive management team. The Company’s CODM monitors operating performance, allocates resources and deploys capital based on these three segments.

Segment performance is based on revenues and income from operations before depreciation, amortization and stock-based compensation. The measure also excludes interest expense, net, income taxes and certain other transactions and is inclusive of other income, net. The tables below refer to this measure as segment profit. The aforementioned items are not indicative of operating performance, and, as a result are not included in the measures that are reviewed by the CODM for the segments. Other income, net included in segment profit below consists primarily of credit card rebates earned on the prepayment of tolling transactions and gains or losses on foreign currency transactions, and excludes certain non-operating expenses inapplicable to segments.

The following tables set forth financial information by segment for the respective periods:


	For the Three Months Ended September 30, 2023
	Commercial			Government			Parking			Corporate
($ in thousands)	Services			Solutions			Solutions			and Other			Total
Service revenue	$	98,149		$	85,092		$	17,788		$	—		$	201,029
Product sales		—			5,193			3,711			—			8,904
Total revenue		98,149			90,285			21,499			—			209,933
Cost of service revenue		567			578			4,005			—			5,150
Cost of product sales		—			3,584			3,280			—			6,864
Operating expenses		21,174			42,395			4,676			—			68,245
Selling, general and administrative expenses		15,544			15,181			6,002			—			36,727
Loss on disposal of assets, net		—			54			13			—			67
Other income, net		(4,418	)		(75	)		(5	)		—			(4,498	)
Segment profit	$	65,282		$	28,568		$	3,528		$	—		$	97,378
Segment profit	$	65,282		$	28,568		$	3,528		$	—		$	97,378
Depreciation and amortization		—			—			—			27,530			27,530
Transaction and other related expenses		—			—			—			152			152
Transformation expenses		—			—			—			1,582			1,582
Change in fair value of private placement warrants		—			—			—			(553	)		(553	)
Loss on interest rate swap		—			—			—			60			60
Loss on extinguishment of debt		—			—			—			1,975			1,975
Stock-based compensation		—			—			—			4,443			4,443
Interest expense, net		—			—			—			20,384			20,384
Income before income taxes	$	65,282		$	28,568		$	3,528		$	(55,573	)	$	41,805


	For the Three Months Ended September 30, 2022
	Commercial			Government			Parking		Corporate
($ in thousands)	Services			Solutions			Solutions		and Other			Total
Service revenue	$	86,056		$	77,441		$	17,120	$	—		$	180,617
Product sales		—			12,287			4,752		—			17,039
Total revenue		86,056			89,728			21,872		—			197,656
Cost of service revenue		478			481			3,185		—			4,144
Cost of product sales		—			7,496			3,821		—			11,317
Operating expenses		18,952			36,868			4,385		—			60,205
Selling, general and administrative expenses		14,126			15,034			6,218		—			35,378
(Gain) loss on disposal of assets, net		—			(54	)		10		—			(44	)
Other (income) expense, net		(3,869	)		(454	)	85			—			(4,238	)
Segment profit	$	56,369		$	30,357		$	4,168	$	—		$	90,894
Segment profit	$	56,369		$	30,357		$	4,168	$	—		$	90,894
Depreciation and amortization		—			—			—		35,079			35,079
Transaction and other related expenses		—			—			—		2,968			2,968
Transformation expenses		—			—			—		243			243
Change in fair value of private placement warrants		—			—			—		(2,267	)		(2,267	)
Gain on extinguishment of debt		—			—			—		(3,005	)		(3,005	)
Stock-based compensation		—			—			—		4,644			4,644
Interest expense, net		—			—			—		20,260			20,260
Income before income taxes	$	56,369		$	30,357		$	4,168	$	(57,922	)	$	32,972


	For the Nine Months Ended September 30, 2023
	Commercial			Government			Parking			Corporate
($ in thousands)	Services			Solutions			Solutions			and Other			Total
Service revenue	$	278,243		$	253,319		$	50,215		$	—		$	581,777
Product sales		—			11,143			13,377			—			24,520
Total revenue		278,243			264,462			63,592			—			606,297
Cost of service revenue		1,738			1,770			10,210			—			13,718
Cost of product sales		—			7,309			10,900			—			18,209
Operating expenses		61,819			119,398			13,649			—			194,866
Selling, general and administrative expenses		47,127			45,747			18,991			—			111,865
Loss on disposal of assets, net		—			170			13			—			183
Other income, net		(12,372	)		(325	)		(69	)		—			(12,766	)
Segment profit	$	179,931		$	90,393		$	9,898		$	—		$	280,222
Segment profit	$	179,931		$	90,393		$	9,898		$	—		$	280,222
Depreciation and amortization		—			—			—			86,835			86,835
Transaction and other related expenses		—			—			—			484			484
Transformation expenses		—			—			—			2,306			2,306
Change in fair value of private placement warrants		—			—			—			24,966			24,966
Gain on interest rate swap		—			—			—			(1,947	)		(1,947	)
Loss on extinguishment of debt		—			—			—			3,533			3,533
Stock-based compensation		—			—			—			12,346			12,346
Interest expense, net		—			—			—			65,842			65,842
Income before income taxes	$	179,931		$	90,393		$	9,898		$	(194,365	)	$	85,857


	For the Nine Months Ended September 30, 2022
	Commercial			Government			Parking		Corporate
($ in thousands)	Services			Solutions			Solutions		and Other			Total
Service revenue	$	244,409		$	225,337		$	46,507	$	—		$	516,253
Product sales		—			26,747			12,528		—			39,275
Total revenue		244,409			252,084			59,035		—			555,528
Cost of service revenue		1,576			1,517			8,543		—			11,636
Cost of product sales		—			16,116			9,522		—			25,638
Operating expenses		53,004			103,660			9,302		—			165,966
Selling, general and administrative expenses		40,980			45,732			21,184		—			107,896
Loss on disposal of assets, net		—			572			15		—			587
Other (income) expense, net		(10,664	)		(600	)		121		—			(11,143	)
Segment profit	$	159,513		$	85,087		$	10,348	$	—		$	254,948
Segment profit	$	159,513		$	85,087		$	10,348	$	—		$	254,948
Depreciation and amortization		—			—			—		105,294			105,294
Transaction and other related expenses		—			—			—		3,457			3,457
Transformation expenses		—			—			—		509			509
Change in fair value of private placement warrants		—			—			—		(5,133	)		(5,133	)
Tax receivable agreement liability adjustment		—			—			—		(965	)		(965	)
Gain on extinguishment of debt		—			—			—		(3,005	)		(3,005	)
Stock-based compensation		—			—			—		13,656			13,656
Interest expense, net		—			—			—		49,024			49,024
Income before income taxes	$	159,513		$	85,087		$	10,348	$	(162,837	)	$	92,111

The Company primarily operates within the United States, Australia, Canada, United Kingdom and in various other countries in Europe and Asia. Revenues earned from goods transferred to customers at a point in time were approximately $8.9 million and $17.0 million for the three months ended September 30, 2023 and 2022, respectively and were $24.5 million and $39.3 million for the nine months ended September 30, 2023 and 2022, respectively.

The following table details the revenues from international operations for the respective periods:


	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands)	2023		2022		2023		2022
Australia	$	13,461	$	9,576	$	33,431	$	25,793
Canada		6,535		8,097		22,336		23,757
United Kingdom		4,923		4,517		17,585		15,716
All other		1,008		986		2,430		2,140
Total international revenues	$	25,927	$	23,176	$	75,782	$	67,406

15. Subsequent Event

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

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+ Details

Long-term Debt (Tables)

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Summary of the Company's Long-term Debt

The following table provides a summary of the Company’s long-term debt at:


($ in thousands)	September 30, 2023			December 31, 2022
2021 Term Loan, due 2028	$	706,842		$	886,106
Senior Notes, due 2029		350,000			350,000
Less: original issue discounts		(3,869	)		(5,637	)
Less: unamortized deferred financing costs		(13,603	)		(18,489	)
Total long-term debt		1,039,370			1,211,980
Less: current portion of long-term debt		(9,019	)		(21,935	)
Total long-term debt, net of current portion	$	1,030,351		$	1,190,045

Schedule of Consolidated First Lien Net Leverage Ratio and Applicable Prepayment Percentage

In addition, the 2021 Term Loan requires mandatory prepayments equal to the product of the excess cash flows of the Company (as defined in the 2021 Term Loan agreement) and the applicable prepayment percentages (calculated as of the last day of the fiscal year), as set forth in the following table:


Consolidated First Lien Net Leverage Ratio (As Defined by the 2021 Term Loan Agreement)		Applicable Prepayment Percentage
> 3.70:1.00		50%
< 3.70:1.00 and > 3.20:1.00		25%
< 3.20:1.00		0%

Summary of Senior Notes Redemption Prices Set Forth in Percentages by Year

On or after April 15, 2024, the Company may redeem all or a portion of the Senior Notes at the redemption prices set forth below in percentages by year, plus accrued and unpaid interest:


Year		Percentage
2024		102.750%
2025		101.375%
2026 and thereafter		100.000%

- 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

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+ Details

Stockholders' Equity (Additional Information) (Details) $ / shares in Units, $ in Thousands			3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 05, 2023 USD ($) shares	May 12, 2022 USD ($) shares	Sep. 30, 2023 USD ($) $ / shares shares	Sep. 30, 2022 USD ($) shares	Sep. 30, 2023 USD ($) TradingDay $ / shares shares	Sep. 30, 2022 USD ($) shares	Dec. 31, 2022 shares	Nov. 30, 2022 USD ($)	Aug. 19, 2022 USD ($) shares	May 31, 2022 USD ($)
Repurchase shares									3,300,000
Repurchase shares, amount \| $									$ 68,100
Additional Delivery Common Shares		445,086
Payments for Repurchase of Common Stock \| $			$ 100,000		$ 100,000	$ 125,071
Direct cost \| $						100
Reducing additional paid-in capital account \| $					15,200	14,000
Increasing accumulated deficit account \| $			$ 84,800	$ 111,100	$ 84,800	$ 111,100
Private Placement Warrants
Common stock, shares issued in exchange of warrants exercised							6,666,666
Warrant [Member]
Warrants exercised in exchange for shares of common stock					14,035,449
Redeemed Of Public Warrants					634
Class Of Warrant Or Right Exercise Price Of Warrants Or Rights1 \| $ / shares			$ 0.01		$ 0.01
Debt Instrument, Convertible, Threshold Consecutive Trading Days \| TradingDay					30
Proceeds From Issuance Of Warrants \| $					$ 161,400
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Exercised					14,035,449
Class A common stock
Warrants exercised in exchange for shares of common stock					16,273,406
Number Of Warrants Exercised			19,999,333		19,999,333
Warrants Outstanding							19,999,967
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Exercised					16,273,406
Repurchase shares			449,432	445,791	449,432	445,791
Payments for Repurchase of Common Stock \| $			$ 8,100	$ 6,900		$ 125,000
Class A common stock \| Board of Directors
Initial delivery common shares	4,131,551	2,739,726
Repurchase shares, amount \| $								$ 100,000		$ 125,000
Payments for Repurchase of Common Stock \| $	$ 91,900	$ 50,000
Class A common stock \| Warrant [Member]
Last sale price of common stock equals or exceeds per share \| $ / shares					$ 18
Debt Instrument, Convertible, Threshold Trading Days \| TradingDay					20

Net Income Per Share - Schedule of Components of Basic and Diluted Net Income Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2023

Jun. 30, 2023

Mar. 31, 2023

Sep. 30, 2022

Jun. 30, 2022

Mar. 31, 2022

Sep. 30, 2023

Sep. 30, 2022

Numerator:

Net Income (Loss)

$ 30,308

$ 19,108

$ 4,577

$ 24,576

$ 29,641

$ 10,040

$ 53,993

$ 64,257

Weighted average shares outstanding:

Weighted average shares - basic

168,089

151,429

156,196

154,067

Common stock equivalents

1,408

6,875

937

6,366

Weighted average shares - diluted

169,497

158,304

157,133

160,433

Net income per share - basic

$ 0.18

$ 0.16

$ 0.35

$ 0.42

Net income per share - diluted

$ 0.18

$ 0.15

$ 0.34

$ 0.38

Total antidilutive shares excluded

1,243

7,145

2,201

8,394

Contingently Issuable Shares

Weighted average shares outstanding:

Total antidilutive shares excluded

^[1]

5,000

Asr shares

Weighted average shares outstanding:

Total antidilutive shares excluded

^[2]

985

984

985

984

Employee Stock Option

Weighted average shares outstanding:

Total antidilutive shares excluded

139

1,110

761

1,224

Performance Share Units

Weighted average shares outstanding:

Total antidilutive shares excluded

341

166

Restricted Stock Units

Weighted average shares outstanding:

Total antidilutive shares excluded

107

114

1,020

[1]

Contingently issuable shares related to the earn-out agreement as discussed in Note 12, Other Significant Transactions

[2]

Had the accelerated share repurchase (“ASR”) initiated in the third quarter of 2023 described in Note 10, Stockholders' Equity, been settled as of September 30, 2023, determined based on the volume-weighted average price per share since its effective date, the counterparties would have been required to deliver these additional estimated shares to the Company. However, the Company cannot predict the final number of shares to be received under the current ASR agreement until its completion, which is expected to occur during the first quarter of 2024. The final shares that were received by the Company for the August 2022 ASR were 943,361

Stockholders Equity

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Stockholders' Equity

10. Stockholders’ Equity

Warrants

As of December 31, 2022, there were 19,999,967 warrants outstanding to acquire shares of the Company’s Class A Common Stock, including (i) 6,666,666 warrants originally issued to Gores Sponsor II, LLC in a private placement in connection with the IPO (the “Private Placement Warrants”) and (ii) the remaining warrants issued in connection with the IPO (the “Public Warrants” and, together with the Private Placement Warrants, the “Warrants”). The Warrants had a five-year term and expired in October 2023, unless they were redeemed or liquidated prior to expiration. As of September 30, 2023, all Warrants were either exercised by the holder or redeemed by the Company.

During the nine months ended September 30, 2023, the Company processed the exercise of 19,999,333 Warrants in exchange for the issuance of 16,273,406 shares of Class A Common Stock. There were 14,035,449 shares issued in exchange for cash-basis warrant exercises resulting in the receipt of $161.4 million in cash proceeds as of September 30, 2023. The remaining Warrant exercises were completed on a cashless basis. In addition, the Company redeemed 634 Public Warrants at a price of $0.01 per warrant, as the last sale price of the Class A Common Stock was equal to or exceeded $18.00 per share for 20 trading days within a 30 trading-day period before the Company sent the notice of redemption to the Warrant holders.

For details on the Private Placement Warrants liabilities as a result of the Warrant exercises and the changes in fair value of the liabilities recorded in the condensed consolidated statement of operations, refer to Note 7, Fair Value of Financial Instruments.

Share Repurchases and Retirement

Fiscal Year 2023

In November 2022, the Company's Board of Directors authorized a share repurchase program for up to an aggregate amount of $100.0 million of the Company's outstanding shares of Class A Common Stock over an 18-month period in open market, ASR or privately negotiated transactions, each as permitted under applicable rules and regulations, any of which may use pre-arranged trading plans that are designed to meet the requirements of Rule 10b5-1 of the Exchange Act.

The Company paid $8.1 million to repurchase 449,432 shares of its Class A Common Stock through open market transactions during the three months ended September 30, 2023, which it subsequently retired. On September 5, 2023, the Company used the remaining availability under the share repurchase program for an ASR and paid approximately $91.9 million to receive an initial delivery of 4,131,551 shares of its Class A Common Stock in accordance with an ASR agreement with a third-party financial institution. The final settlement is expected to occur during the first quarter of fiscal year 2024, at which time, a volume-weighted average price calculation over the term of the ASR agreement will be used to determine the final number and the average price of shares repurchased and retired. The Company accounted for the ASR as a common stock repurchase and a forward contract indexed to its own common stock. The Company determined that the equity classification criteria was met for the forward contract, therefore, it did not account for it as a derivative instrument.

The Company paid a total of $100.0 million for share repurchases during the three and nine months ended September 30, 2023, and accounted for the transactions by deducting the par value from common stock, reducing $15.2 million from additional paid-in capital calculated using an average share price, and by increasing accumulated deficit for the remaining cost of $84.8 million.

Fiscal Year 2022

In May 2022, the Company’s Board of Directors authorized a share repurchase program for up to an aggregate amount of $125.0 million of its outstanding shares of Class A Common Stock over a twelve-month period.

On May 12, 2022, the Company paid $50.0 million for an ASR and received an initial delivery of 2,739,726 shares of its Class A Common Stock in accordance with an ASR agreement with a third-party financial institution. The final settlement occurred during the third quarter of fiscal year 2022, at which time, the Company received 445,086 additional shares calculated using a volume-weighted average price over the term of the ASR agreement. In addition, during the second and third quarters of 2022, the Company paid $6.9 million and repurchased 445,791 shares of its Class A Common Stock through open market transactions. The Company then initiated a second ASR during the third quarter of 2022 for the remaining availability under the share repurchase program. On August 19, 2022, the Company paid $68.1 million for the second ASR, and received an initial delivery of 3,300,000 shares of its Class A Common Stock in accordance with an ASR agreement with a third-party financial institution. The final settlement occurred during the fourth quarter of fiscal year 2022. The Company accounted for each ASR transaction as a common stock repurchase and a forward contract indexed to its own common stock. The Company determined that the equity classification criteria was met for the forward contracts, therefore, it did not account for them as derivative instruments.

The Company paid a total of $125.0 million for shares repurchases and $0.1 million for direct costs during the nine months ended September 30, 2022 and accounted for the transactions by deducting the par value from common stock, reducing $14.0 million from additional paid-in capital calculated using an average share price, and by increasing accumulated deficit for the remaining cost of $111.1 million. The repurchases under the May 2022 share repurchase program were completed prior to the authorization of the November 2022 share repurchase program discussed above.

- Definition

The entire disclosure for equity.

+ References

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+ Details

Goodwill and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Changes in Carrying Amount of Goodwill by Reportable Segment

The following table presents the changes in the carrying amount of goodwill by reportable segment:


	Commercial		Government			Parking
($ in thousands)	Services		Solutions			Solutions		Total
Balance at December 31, 2022	$	419,720	$	214,618		$	199,142	$	833,480
Foreign currency translation adjustment		88		(751	)		—		(663	)
Balance at September 30, 2023	$	419,808	$	213,867		$	199,142	$	832,817

Schedule of Intangible Assets of Respective Period Ends

Intangible assets consist of the following as of the respective period-ends:


	September 30, 2023						December 31, 2022
	Weighted						Weighted
	Average	Gross					Average	Gross
	Remaining	Carrying			Accumulated		Remaining	Carrying			Accumulated
($ in thousands)	Useful Life	Amount			Amortization		Useful Life	Amount			Amortization
Trademarks	0.4 years	$	36,113		$	32,718	0.4 years	$	36,151		$	32,233
Non-compete agreements	zero		62,541			62,541	0.1 years		62,529			60,926
Customer relationships	4.7 years		557,223			273,108	5.5 years		557,570			227,102
Developed technology	0.9 years		200,553			172,309	1.2 years		201,548			160,117
Gross carrying value of intangible assets			856,430		$	540,676			857,798		$	480,378
Less: accumulated amortization			(540,676	)					(480,378	)
Intangible assets, net		$	315,754					$	377,420

Estimated Amortization Expense in Future Years

Estimated amortization expense in future years is expected to be:


($ in thousands)
Remainder of 2023	$	16,721
2024		66,881
2025		64,183
2026		57,229
2027		28,125
Thereafter		82,615
Total	$	315,754

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

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+ Details

Goodwill and Intangible Assets - Estimated Amortization Expense in Future Years (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2023	$ 16,721
2024	66,881
2025	64,183
2026	57,229
2027	28,125
Thereafter	82,615
Total	$ 315,754

Accrued Liabilities (Tables)

9 Months Ended

Sep. 30, 2023

Payables and Accruals [Abstract]

Schedule of Accrued Liabilities

Accrued liabilities consist of the following at:


($ in thousands)	September 30, 2023		December 31, 2022
Accrued salaries and wages	$	21,690	$	19,109
Accrued interest payable		9,235		4,459
Current deferred tax liabilities		7,519		7,559
Current portion of operating lease liabilities		7,088		6,355
Restricted cash due to customers		3,204		3,541
Payroll liabilities		3,025		2,136
Advance deposits		2,781		1,029
Accrued commissions		1,195		857
Income tax payable		963		269
Other		2,759		3,533
Total accrued liabilities	$	59,459	$	48,847

Fair Value of Financial Instruments - Key Assumptions Used for Measuring Fair Value of Private Placement Warrant Liabilities (Details) - Private Placement Warrant Liabilities - Level 3	Dec. 31, 2022 $ / shares yr
Stock Price
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	13.83
Strike Price
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	11.5
Volatility
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	0.44
Remaining Life
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility \| yr	0.8
Risk-free Interest Rate
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	0.0474
Expected Dividend Yield
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	0
Estimated Fair Value
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	3.61

Significant Accounting Policies - Additional Information (Details) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) Customer	Sep. 30, 2022 USD ($) Customer	Dec. 31, 2022 USD ($)
Summary Of Significant Accounting Principles And Policies [Line Items]
Gain on interest rate swap	$ 60	$ 0	$ 1,947	$ 0
Interest Rate Swap [Member]
Summary Of Significant Accounting Principles And Policies [Line Items]
Notional amount	675,000		675,000
Monthly cash settlements	100		1,400
Gain on interest rate swap	100		1,900
Fair value re-measured	200		$ 3,300
Government Solutions [Member]
Summary Of Significant Accounting Principles And Policies [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Explanation			12 months
Deferred revenue	12,900		$ 12,900		$ 12,200
Deferred revenue, Non-current	4,100		$ 4,100
Government Solutions [Member] \| Performance obligations
Summary Of Significant Accounting Principles And Policies [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Explanation			2024 through 2027
Parking Solutions
Summary Of Significant Accounting Principles And Policies [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Explanation			12 months
Deferred revenue	25,600		$ 25,600		$ 21,200
Deferred revenue, Non-current	$ 500		$ 500
Parking Solutions \| Performance obligations
Summary Of Significant Accounting Principles And Policies [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Explanation			September 30, 2024
Customer Concentration Risk \| Sales Revenue \| Parking Solutions
Summary Of Significant Accounting Principles And Policies [Line Items]
Number of customers exceeds 10% \| Customer			0
Customer Concentration Risk \| Sales Revenue \| Minimum
Summary Of Significant Accounting Principles And Policies [Line Items]
Concentration risk percentage			10.00%
Customer Concentration Risk \| Sales Revenue \| Minimum \| Government Solutions [Member]
Summary Of Significant Accounting Principles And Policies [Line Items]
Concentration risk percentage			10.00%
Customer Concentration Risk \| Accounts Receivable \| City of New York Department of Transportation
Summary Of Significant Accounting Principles And Policies [Line Items]
Concentration risk percentage			13.00%		22.00%
Customer Concentration Risk \| Accounts Receivable \| Commercial Services
Summary Of Significant Accounting Principles And Policies [Line Items]
Number of customers exceeds 10% \| Customer			0	0

Stock-Based Compensation - Schedule of Components of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 4,443	$ 4,644	$ 12,346	$ 13,656
Operating Expenses
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	628	331	1,507	829
Selling, General and Administrative Expenses
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 3,815	$ 4,313	$ 10,839	$ 12,827

Fair Value of Financial Instruments - Additional Information (Details) - USD ($) $ in Thousands, shares in Millions	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Debt Instrument [Line Items]
Investment Owned, at Cost	$ 1,900
Reclassification of private placement warrant liabilities to additional paid-in capital upon exercise	$ 49,032	$ 0
Private Placement Warrant Liabilities
Debt Instrument [Line Items]
Number of warrants exercised	6.7
Reclassification of private placement warrant liabilities to additional paid-in capital upon exercise	$ 49,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

- Definition

Cost of the investment.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Goodwill [Line Items]
Amortization expense	$ 18.9	$ 26.6	$ 60.9	$ 81.0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Principles of Consolidation

Use of Estimates

Management believes that its estimates and assumptions are reasonable in the circumstances; however, actual results could differ materially from those estimates.

Concentration of Credit Risk


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
City of New York Department of Transportation		16.5	%		20.5	%		17.1	%		19.5	%

Significant customer revenues generated through the Company’s Commercial Services partners as a percent of total revenue are presented below:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
Hertz Corporation		11.8	%		12.6	%		11.8	%		11.8	%
Avis Budget Group, Inc.		15.1	%		13.9	%		13.8	%		12.9	%
Enterprise Holdings, Inc.		11.6	%		10.3	%		10.5	%		9.7	%

No Commercial Services customer exceeded 10% of total accounts receivable, net as of any period presented.

There were no significant customer concentrations that exceeded 10% of total revenue or accounts receivable, net for the Parking Solutions segment as of or for any period presented.

Allowance for Credit Loss

Allowance for Credit Losses


($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)			Government Solutions			Parking Solutions			Total
Balance at January 1, 2023	$	9,600		$	1,577		$	4,573		$	157		$	15,907
Credit loss expense		8,622			756			(1,964	)		139			7,553
Write-offs, net of recoveries		(5,031	)		(104	)		(185	)		(562	)		(5,882	)
Balance at September 30, 2023	$	13,191		$	2,229		$	2,424		$	(266	)	$	17,578

($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)			Government Solutions			Parking Solutions			Total
Balance at January 1, 2022	$	5,397		$	3,092		$	3,649		$	—		$	12,138
Credit loss expense		8,867			835			694			496			10,892
Write-offs, net of recoveries		(2,810	)		(2,089	)		(26	)		(430	)		(5,355	)
Balance at September 30, 2022	$	11,454		$	1,838		$	4,317		$	66		$	17,675

(1)

Deferred Revenue

Interest Rate Swap

Recent Accounting Pronouncements

Accounting Standards Adopted

Accounting Standards Not Yet Adopted

- Definition

Disclosure of accounting policy for revenue from contract with customer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-17

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Publisher FASB
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-18

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Section 50
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-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-18

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 20
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 20
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 20
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Name Accounting Standards Codification
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accrued salaries and wages	$ 21,690	$ 19,109
Accrued interest payable	9,235	4,459
Current deferred tax liabilities	7,519	7,559
Current portion of operating lease liabilities	7,088	6,355
Restricted cash due to customers	3,204	3,541
Payroll liabilities	3,025	2,136
Advance deposits	2,781	1,029
Accrued commissions	1,195	857
Income taxes payable	963	269
Other	2,759	3,533
Total accrued liabilities	$ 59,459	$ 48,847

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Total revenue	$ 209,933	$ 197,656	$ 606,297	$ 555,528
Operating expenses	68,873	60,536	196,373	166,795
Selling, general and administrative expenses	42,276	41,126	125,494	122,913
Depreciation, amortization and (gain) loss on disposal of assets, net	27,597	35,035	87,018	105,881
Total costs and expenses	150,760	152,158	440,812	432,863
Income from operations	59,173	45,498	165,485	122,665
Interest expense, net	20,384	20,260	65,842	49,024
Change in fair value of private placement warrants	(553)	(2,267)	24,966	(5,133)
Tax receivable agreement liability adjustment	0	0	0	(965)
Loss (gain) on interest rate swap	(60)	0	(1,947)	0
Loss (gain) on extinguishment of debt	1,975	(3,005)	3,533	(3,005)
Other income, net	(4,498)	(2,462)	(12,766)	(9,367)
Total other expenses	17,368	12,526	79,628	30,554
Income before income taxes	41,805	32,972	85,857	92,111
Income tax provision	11,497	8,396	31,864	27,854
Net income	30,308	24,576	53,993	64,257
Other comprehensive loss:
Change in foreign currency translation adjustment	(4,189)	(8,167)	(3,561)	(15,840)
Total comprehensive income (loss)	$ 26,119	$ 16,409	$ 50,432	$ 48,417
Net income per share:
Basic	$ 0.18	$ 0.16	$ 0.35	$ 0.42
Diluted	$ 0.18	$ 0.15	$ 0.34	$ 0.38
Weighted average shares outstanding:
Basic	168,089	151,429	156,196	154,067
Diluted	169,497	158,304	157,133	160,433
Service Revenue
Total revenue	$ 201,029	$ 180,617	$ 581,777	$ 516,253
Cost of revenue	5,150	4,144	13,718	11,636
Product Sales
Total revenue	8,904	17,039	24,520	39,275
Cost of revenue	$ 6,864	$ 11,317	$ 18,209	$ 25,638

Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid services	$ 10,942	$ 9,171
Prepaid tolls	9,005	9,978
Costs to fulfill a customer contract	5,452	3,193
Prepaid computer maintenance	4,290	5,492
Prepaid income taxes	5,814	4,629
Interest rate swap asset	2,266	0
Deposits	1,778	2,057
Other	1,650	5,084
Total prepaid expenses and other current assets	$ 41,197	$ 39,604

Long-term Debt

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Long-term Debt

6. Long-term Debt

The following table provides a summary of the Company’s long-term debt at:


($ in thousands)	September 30, 2023			December 31, 2022
2021 Term Loan, due 2028	$	706,842		$	886,106
Senior Notes, due 2029		350,000			350,000
Less: original issue discounts		(3,869	)		(5,637	)
Less: unamortized deferred financing costs		(13,603	)		(18,489	)
Total long-term debt		1,039,370			1,211,980
Less: current portion of long-term debt		(9,019	)		(21,935	)
Total long-term debt, net of current portion	$	1,030,351		$	1,190,045

2021 Term Loan

In March 2021, VM Consolidated, Inc. (“VM Consolidated”), the Company’s wholly owned subsidiary, entered into an Amendment and Restatement Agreement No.1 to the First Lien Term Loan Credit Agreement (the “2021 Term Loan”) with a syndicate of lenders. The 2021 Term Loan has an aggregate borrowing of $900.0 million, maturing on March 26, 2028, which includes the incremental borrowing of $250.0 million in December 2021 as a result of exercising the accordion feature available under the agreement. In connection with the 2021 Term Loan borrowings, the Company had $4.6 million of offering discount costs and $4.5 million in deferred financing costs, both of which were capitalized and are being amortized over the remaining life of the 2021 Term Loan.

During the nine months ended September 30, 2023, the Company made early repayments of $172.5 million on the 2021 Term Loan and as a result, the total principal outstanding was $706.8 million as of September 30, 2023. The Company recognized a loss on extinguishment of debt of $2.0 million and $3.5 million for the three and nine months ended September 30, 2023, respectively, related to the write-off of pre-existing deferred financing costs and discounts.

The 2021 Term Loan is repayable at 1.0% per annum of the amount initially borrowed, paid in quarterly installments. It bears interest based, at the Company’s option, on either (1) LIBOR plus an applicable margin of 3.25% per annum, or (2) an alternate base rate plus an applicable margin of 2.25% per annum. In March 2023, the Company amended its 2021 Term Loan agreement to transition away from LIBOR to Term SOFR with the cessation of LIBOR in June 2023. To compensate for the differences in reference rates utilized, the amended agreement also includes a credit spread adjustment of 0.11448% for an interest period of one-month duration, 0.26161% for a three-month duration, 0.42826% for a six-month duration, and 0.71513% for twelve-months duration in addition to Term SOFR and the applicable margin. The Company has applied the optional expedients in ASC 848, Reference Rate Reform, and elected to treat the change in the benchmark interest rate to Term SOFR as a continuation of the existing loan agreement and account for it prospectively. As of September 30, 2023, the new all-in interest rate on the 2021 Term Loan was 8.7%.


Consolidated First Lien Net Leverage Ratio (As Defined by the 2021 Term Loan Agreement)		Applicable Prepayment Percentage
> 3.70:1.00		50%
< 3.70:1.00 and > 3.20:1.00		25%
< 3.20:1.00		0%

Senior Notes

In March 2021, VM Consolidated issued an aggregate principal amount of $350.0 million in Senior Unsecured Notes (the “Senior Notes”), due on April 15, 2029. In connection with the issuance of the Senior Notes, the Company incurred $5.7 million in lender and third-party costs, which were capitalized as deferred financing costs and are being amortized over the remaining life of the Senior Notes.

Interest on the Senior Notes is fixed at 5.50% per annum and is payable on April 15 and October 15 of each year. On or after April 15, 2024, the Company may redeem all or a portion of the Senior Notes at the redemption prices set forth below in percentages by year, plus accrued and unpaid interest:


Year		Percentage
2024		102.750%
2025		101.375%
2026 and thereafter		100.000%

In addition, the Company may redeem up to 40% of the Senior Notes before April 15, 2024, with the net cash proceeds from certain equity offerings.

PPP Loan

During fiscal year 2020, one of the Company’s wholly owned subsidiaries received a $2.9 million loan from the U.S. Small Business Administration (“SBA”) as part of the Paycheck Protection Program (“PPP Loan”) to offset certain employment and other allowable costs incurred as a result of the COVID-19 pandemic. In early 2021, the Company applied for forgiveness of this loan, and on September 23, 2022, it was notified by the SBA that the loan, together with accrued interest, had been fully forgiven under the provisions of the PPP Loan program. Accordingly, the Company recognized a $3.0 million gain on extinguishment of debt in the condensed consolidated statement of operations for the three and nine months ended September 30, 2022.

The Revolver

The Company has a Revolving Credit Agreement (the “Revolver”) with a commitment of up to $75.0 million available for loans and letters of credit. The Revolver matures on December 20, 2026. Borrowing eligibility under the Revolver is subject to a monthly borrowing base calculation based on (i) certain percentages of eligible accounts receivable and inventory, less (ii) certain reserve items, including outstanding letters of credit and other reserves. The Revolver bears interest on either (1) Term SOFR plus an applicable margin, or (2) an alternate base rate, plus an applicable margin. The margin percentage applied to (1) Term SOFR is either 1.25%, 1.50%, or 1.75%, or (2) the base rate is either 0.25%, 0.50%, or 0.75%, depending on the Company’s average availability to borrow under the commitment. There is a credit spread adjustment of 0.10% for a one-month duration, 0.15% for a three-month duration, and 0.25% for a six-month duration, in addition to Term SOFR and the applicable margin percentages. There are no outstanding borrowings on the Revolver as of September 30, 2023 or December 31, 2022. The availability to borrow was $74.8 million, net of $0.2 million of outstanding letters of credit at September 30, 2023.

Interest on the unused portion of the Revolver is payable quarterly at 0.375% and the Company is also required to pay participation and fronting fees at 1.38% on $0.2 million of outstanding letters of credit as of September 30, 2023.

All borrowings and other extensions of credits under the 2021 Term Loan, Senior Notes and the Revolver are subject to the satisfaction of customary conditions and restrictive covenants including absence of defaults and accuracy in material respects of representations and warranties. Substantially all of the Company’s assets are pledged as collateral to secure the Company’s indebtedness under the 2021 Term Loan. At September 30, 2023, the Company was compliant with all debt covenants.

Interest Expense

The Company recorded interest expense, including amortization of deferred financing costs and discounts, of $20.4 million and $20.3 million for the three months ended September 30, 2023 and 2022, respectively, and $65.8 million and $49.0 million for the nine months ended September 30, 2023 and 2022, respectively.

The weighted average effective interest rates on the Company’s outstanding borrowings were 7.6% and 7.0% at September 30, 2023 and December 31, 2022, respectively.

See Note 2, Significant Accounting Policies, for additional information on the interest rate swap entered into in December 2022 to hedge the Company's exposure against rising interest rates.

Description of Business - Additional Information (Details)	9 Months Ended
	Sep. 30, 2023 Segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	3

Segment Reporting - Additional Information (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) Segment	Sep. 30, 2022 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments \| Segment			3
Number of operating segments \| Segment			3
Revenues \| $	$ 25,927	$ 23,176	$ 75,782	$ 67,406
Non-US
Segment Reporting Information [Line Items]
Revenues \| $	$ 8,900	$ 17,000	$ 24,500	$ 39,300

- Definition

+ References

+ Details

Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 114,379			$ 105,204
Restricted cash	3,951			3,911
Accounts receivable (net of allowance for credit losses of $17.6 million and $15.9 million at September 30, 2023 and December 31, 2022, respectively)	191,753			163,786
Unbilled receivables	40,069			30,782
Inventory	19,943			19,307
Prepaid expenses and other current assets	41,197			39,604
Total current assets	411,292			362,594
Installation and service parts, net	26,127			22,923
Property and equipment, net	117,827			109,775
Operating lease assets	35,299			37,593
Intangible assets, net	315,754			377,420
Goodwill	832,817			833,480
Other non-current assets	16,959			12,484
Total assets	1,756,075			1,756,269
Current liabilities:
Accounts payable	89,760			79,869
Accrued liabilities	59,459			48,847
Tax receivable agreement liability, current portion	5,007			4,994
Current portion of long-term debt	9,019			21,935
Total current liabilities	197,567			186,809
Long-term debt, net of current portion	1,030,351			1,190,045
Operating lease liabilities, net of current portion	30,552			33,362
Tax receivable agreement liability, net of current portion	50,900			50,900
Private placement warrant liabilities	0			24,066
Asset retirement obligation	14,075			12,993
Deferred tax liabilities, net	19,015			21,149
Total liabilities	1,352,019			1,525,199
Total stockholders' equity	404,056	$ 465,300	$ 237,108	231,070	$ 194,891	$ 244,223	$ 275,815	$ 259,964
Total liabilities and stockholders' equity	$ 1,756,075			$ 1,756,269

Fair Value of Financial Instruments - Carrying Value and Estimated Fair Value of Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022	Mar. 31, 2021
2021 Term Loan
Debt Instrument [Line Items]
Total long-term debt	$ 706,842	$ 886,106	$ 900,000
Senior Notes
Debt Instrument [Line Items]
Total long-term debt	350,000	350,000
Level 2 \| 2021 Term Loan \| Carrying Amount
Debt Instrument [Line Items]
Total long-term debt	693,234	866,365
Level 2 \| 2021 Term Loan \| Estimated Fair Value
Debt Instrument [Line Items]
Total long-term debt	708,609	883,891
Level 2 \| Senior Notes \| Carrying Amount
Debt Instrument [Line Items]
Total long-term debt	346,136	345,615
Level 2 \| Senior Notes \| Estimated Fair Value
Debt Instrument [Line Items]
Total long-term debt	$ 318,500	$ 313,250

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details