0000950170-24-023271 | 10-K | XBRL Viewer

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Subsequent Events - Additional Information (Details) - USD ($) $ in Thousands		1 Months Ended
	Feb. 08, 2024	Mar. 31, 2021	Dec. 31, 2023	Dec. 31, 2022
Subsequent Event [Line Items]
Debt instrument, maturity date		Mar. 24, 2028
Accrued legal settlement			$ 31,500	$ 0
Subsequent Event
Subsequent Event [Line Items]
Description of interest rate related to third amendment of 2021 term loan	In connection with the Third Amendment, the interest rate on the approximately $704.6 million outstanding balance of the New Term Loans was reduced by 50 basis points to SOFR + 2.75% from SOFR + 3.25% with the SOFR floor unchanged at 0.00%. In addition, the credit spread adjustment, which was priced at 0.115% was also eliminated, resulting in a total savings of 61.5 basis points.
Subsequent Event \| PlusPass Business Arrangement \| Judicial Ruling [Member]
Subsequent Event [Line Items]
Accrued legal settlement	$ 31,500
Subsequent Event \| 2021 Term Loan
Subsequent Event [Line Items]
Aggregate principal loan amount	$ 704,600
Prepayment premium rate	1.00%
SOFR floor unchanged	0.00%
Derivative, average basis spread on variable rate	0.115%
Debt instrument, maturity date	Mar. 24, 2028
Subsequent Event \| 2021 Term Loan \| SOFR [Member] \| Maximum [Member]
Subsequent Event [Line Items]
Variable interest rate related to 2021 term loan	3.25%
Subsequent Event \| 2021 Term Loan \| SOFR [Member] \| Minimum [Member]
Subsequent Event [Line Items]
Variable interest rate related to 2021 term loan	2.75%

Equity Incentive Plan (Tables)

12 Months Ended

Dec. 31, 2023

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Activity of Stock Options

The following table summarizes the activity of the Company’s stock options:


	Stock Options Outstanding
	Shares (in thousands)			Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value ($ in thousands)
Balance at December 31, 2020		614		$	12.56
Granted		731		$	13.95
Exercised		(12	)	$	12.62		$	36
Forfeited		(170	)	$	14.29
Balance at December 31, 2021		1,163		$	13.18	8.7 years	$	2,636
Granted		846		$	13.97
Exercised		(103	)	$	12.98		$	348
Forfeited		(329	)	$	13.59
Balance at December 31, 2022		1,577		$	13.53	8.5 years	$	619
Granted		25		$	17.75
Exercised		(451	)	$	13.08		$	2,671
Forfeited		(91	)	$	13.89
Balance at December 31, 2023		1,060		$	13.78	7.7 years	$	9,798

Exercisable at December 31, 2023		260		$	13.55	7.4 years	$	2,465

Schedule of Components of Stock Based Compensation Expense

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


	For the Year Ended December 31,
($ in thousands)	2023		2022		2021
Operating expenses	$	2,488	$	1,130	$	815
Selling, general and administrative expenses		14,988		15,533		12,969
Total stock-based compensation expense	$	17,476	$	16,663	$	13,784

RSUs and PSUs

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Activity of RSUs and PSUs

The following table summarizes the activity of the Company’s RSUs and PSUs:


	RSUs					PSUs
	Shares (in thousands)			Weighted Average Grant Date Fair Value		Shares (in thousands)			Weighted Average Grant Date Fair Value
Balance at December 31, 2020		2,203		$	10.64		106		$	13.88
Granted		736		$	14.12		154		$	16.28
Vested		(1,018	)	$	10.41		—		$	—
Forfeited		(229	)	$	13.40		(31	)	$	16.97
Balance at December 31, 2021		1,692		$	11.92		229		$	15.07
Granted		1,093		$	14.09		179		$	15.58
Vested		(1,030	)	$	11.10		—		$	—
Forfeited		(260	)	$	13.39		(94	)	$	15.17
Balance at December 31, 2022		1,495		$	13.82		314		$	15.33
Granted		1,452		$	18.16		1,970		$	11.42
Vested		(523	)	$	13.77		(101	)	$	13.88
Forfeited		(358	)	$	16.18		(85	)	$	11.64
Balance at December 31, 2023		2,066		$	16.49		2,098		$	11.88

- 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

Equity Incentive Plan - Summary of Activity of Stock Options (Details) - Employee Stock Option - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Beginning balance	1,577	1,163	614
Number of Shares, Granted	25	846	731
Number of Shares, Exercised	(451)	(103)	(12)
Number of Shares, Forfeited	(91)	(329)	(170)
Number of Shares, Ending balance	1,060	1,577	1,163
Number of Shares, Exercisable	260
Weighted Average Exercise Price, Beginning balance	$ 13.53	$ 13.18	$ 12.56
Weighted Average Exercise Price, Granted	17.75	13.97	13.95
Weighted Average Exercise Price, Exercised	13.08	12.98	12.62
Weighted Average Exercise Price, Forfeited	13.89	13.59	14.29
Weighted Average Exercise Price, Ending balance	13.78	$ 13.53	$ 13.18
Weighted Average Exercise Price, Exercisable	$ 13.55
Weighted Average Remaining Contractual Term, Balance	7 years 8 months 12 days	8 years 6 months	8 years 8 months 12 days
Weighted Average Remaining Contractual Term, Exercisable	7 years 4 months 24 days
Aggregate Intrinsic Value, Beginning balance	$ 619	$ 2,636
Aggregate Intrinsic Value, Exercised	2,671	348	$ 36
Aggregate Intrinsic Value, Ending balance	$ 9,798	$ 619	$ 2,636
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	7 years 8 months 12 days	8 years 6 months	8 years 8 months 12 days
Aggregate Intrinsic Value, Exercisable	$ 2,465

Leases - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Lease expiration date	Apr. 30, 2035
Operating lease, weighted average remaining lease term	8 years
Operating lease liabilities weighted average discount rate	5.40%
Operating lease expense	$ 9.5	$ 8.8	$ 7.5
Variable lease costs	$ 2.7	$ 1.5	$ 1.4

CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY - USD ($) $ in Thousands	Total	Common Stock	Common Stock Contingent Consideration	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)
Beginning Balance at Dec. 31, 2020	$ 315,572	$ 16	$ 36,575	$ 373,620	$ (94,850)	$ 211
Beginning Balance (in shares) at Dec. 31, 2020		162,269,000
Net Income (Loss)	41,449				41,449
Share repurchase and retirement	(100,000)			(71,985)	(28,015)
Share repurchase and retirement (in shares)		(6,849,000)
Vesting of restricted stock units ("RSUs") and performance share units ("PSUs'') (in shares)		647,000
Exercise of stock options	155			155
Exercise of stock options (in shares)		12,000
Payment of employee tax withholding related to RSUs vesting	(5,691)			(5,691)
Stock-based compensation	13,784			13,784
Other comprehensive income (loss), net of tax	(5,305)					(5,305)
Ending Balance at Dec. 31, 2021	259,964	$ 16	36,575	309,883	(81,416)	(5,094)
Ending Balance (in shares) at Dec. 31, 2021		156,079,000
Net Income (Loss)	92,475				92,475
Share repurchase and retirement	(125,071)	$ (1)		(15,933)	(109,137)
Share repurchase and retirement (in shares)		(7,874,000)
Vesting of restricted stock units ("RSUs") and performance share units ("PSUs'') (in shares)		654,000
Exercise of stock options	1,334			1,334
Exercise of stock options (in shares)		103,000
Payment of employee tax withholding related to RSUs vesting	(6,524)			(6,524)
Stock-based compensation	16,663			16,663
Other comprehensive income (loss), net of tax	(7,771)					(7,771)
Ending Balance at Dec. 31, 2022	231,070	$ 15	36,575	305,423	(98,078)	(12,865)
Ending Balance (in shares) at Dec. 31, 2022		148,962,000
Net Income (Loss)	57,015				57,015
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)		449,000
Stock issued in exchange for business acquisitions			(36,575)	36,575
Earn-out shares issued to Platinum Stockholder (in shares)		5,000,000
Exercise of stock options	5,919			5,919
Exercise of stock options (in shares)		451,000
Payment of employee tax withholding related to RSUs vesting	(3,142)			(3,142)
Exercise of warrants ( in Shares)		16,274,000
Exercise of warrants	210,440	$ 2		210,438
Stock-based compensation	17,476			17,476
Other comprehensive income (loss), net of tax	2,689					2,689
Ending Balance at Dec. 31, 2023	$ 421,467	$ 17	$ 0	$ 557,513	$ (125,887)	$ (10,176)
Ending Balance (in shares) at Dec. 31, 2023		166,555,000

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

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, 2021	$	425,081		$	215,400		$	198,386	$	838,867
Measurement period adjustment (a)		—			—			756		756
Foreign currency translation adjustment		(5,361	)		(782	)		—		(6,143	)
Balance at December 31, 2022		419,720			214,618			199,142		833,480
Foreign currency translation adjustment		2,371			(16	)		—		2,355
Balance at December 31, 2023	$	422,091		$	214,602		$	199,142	$	835,835

(a) The measurement period adjustment is related to the T2 Systems acquisition completed in December 2021.

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

          
         Weighted

         Weighted

         At December 31, 2023

          
         Average

         Average

         Gross

          
         Remaining

         Amortization

         Carrying

         Accumulated

         ($ in thousands)

         Useful Life

         Period

         Amount

         Amortization

Trademarks

0.3 years

3.7 years

36,190

32,882

Patent

4.8 years

5.0 years

500

17

Non-compete agreements

0.0 years

5.0 years

62,540

62,540

Customer relationships

4.5 years

9.3 years

558,801

288,065

Developed technology

0.8 years

5.8 years

201,657

175,159

Gross carrying value of intangible assets

859,688

558,663

Less: accumulated amortization

(558,663

)

Intangible assets, net

301,025

          
         Weighted

         Weighted

         At December 31, 2022

          
         Average

         Average

         Gross

          
         Remaining

         Amortization

         Carrying

         Accumulated

         ($ in thousands)

         Useful Life

         Period

         Amount

         Amortization

Trademarks

0.4 years

3.7 years

36,151

32,233

Non-compete agreements

0.1 years

5.0 years

62,529

60,926

Customer relationships

5.5 years

9.3 years

557,570

227,102

Developed technology

1.2 years

5.8 years

201,548

160,117

Gross carrying value of intangible assets

857,798

480,378

Less: accumulated amortization

(480,378

)

Intangible assets, net

377,420

Amortization expense was $77.6 million, $106.2 million and $89.9 million for fiscal years ended December 31, 2023, 2022 and 2021, respectively.

Estimated amortization expense in future years is expected to be:


($ in thousands)
2024	$	67,131
2025		64,433
2026		57,431
2027		28,523
2028		22,580
Thereafter		60,927
Total	$	301,025

Equity Incentive Plan - Summary of Activity of RSUs and PSUs (Details) - 2018 Equity Incentive Plan - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
RSU
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Beginning balance	1,495,000	1,692,000	2,203,000
Number of Shares, Granted	1,452,000	1,093,000	736,000
Number of Shares, Vested	(523,000)	(1,030,000)	(1,018,000)
Number of Shares, Forfeited	(358,000)	(260,000)	(229,000)
Number of Shares, Ending balance	2,066,000	1,495,000	1,692,000
Weighted Average Grant Date Fair Value, Beginning balance	$ 13.82	$ 11.92	$ 10.64
Weighted Average Grant Date Fair Value, Granted	18.16	14.09	14.12
Weighted Average Grant Date Fair Value, Vested	13.77	11.1	10.41
Weighted Average Grant Date Fair Value, Forfeited	16.18	13.39	13.40
Weighted Average Grant Date Fair Value, Ending balance	$ 16.49	$ 13.82	$ 11.92
PSU
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Beginning balance	314,000	229,000	106,000
Number of Shares, Granted	1,970,000	179,000	154,000
Number of Shares, Vested	(101,000)	0	0
Number of Shares, Forfeited	(85,000)	(94,000)	(31,000)
Number of Shares, Ending balance	2,098,000	314,000	229,000
Weighted Average Grant Date Fair Value, Beginning balance	$ 15.33	$ 15.07	$ 13.88
Weighted Average Grant Date Fair Value, Granted	11.42	15.58	16.28
Weighted Average Grant Date Fair Value, Vested	13.88	0	0
Weighted Average Grant Date Fair Value, Forfeited	11.64	15.17	16.97
Weighted Average Grant Date Fair Value, Ending balance	$ 11.88	$ 15.33	$ 15.07

Commitment and Contingencies - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Loss Contingencies [Line Items]
Non-cancelable purchase commitments outstanding	$ 18,000
Bank guarantees required to support bids and contracts	1,900
Purchase commitments expected to be incurred in 2024	2,200
Accrued legal settlement	$ 31,500	$ 0

Segment Reporting - Revenues from International Customers (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Revenues	$ 103,570	$ 94,318	$ 39,977
Australia
Segment Reporting Information [Line Items]
Revenues	45,879	34,356	13,948
Canada
Segment Reporting Information [Line Items]
Revenues	30,826	32,413	6,874
United Kingdom
Segment Reporting Information [Line Items]
Revenues	23,794	24,017	16,346
Other Customer [Member]
Segment Reporting Information [Line Items]
Revenues	$ 3,071	$ 3,532	$ 2,809

- 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

Stockholders' Equity - Additional Information (Details) $ / shares in Units, $ in Thousands					3 Months Ended		12 Months Ended
	Jan. 12, 2024 shares	Sep. 05, 2023 USD ($) shares	Nov. 04, 2022 shares	May 12, 2022 USD ($) shares	Dec. 31, 2023 USD ($) $ / shares shares	Sep. 30, 2022 USD ($) shares	Dec. 31, 2023 USD ($) TradingDay $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($)	Oct. 30, 2023 USD ($)	Nov. 30, 2022 USD ($)	Aug. 19, 2022 USD ($) shares	May 31, 2022 USD ($)
Class of Stock [Line Items]
Capital stock authorized for issuance					261,000,000		261,000,000
Common stock, shares authorized					260,000,000		260,000,000	260,000,000
Preferred stock, shares authorized					1,000,000		1,000,000	1,000,000
Preferred stock, par value (in dollars per share) \| $ / shares					$ 0.0001		$ 0.0001	$ 0.0001
Common stock, par value (in dollars per share) \| $ / shares					$ 0.0001		$ 0.0001	$ 0.0001
Share repurchase program, authorized amount \| $												$ 68,100
Additional delivery common shares			943,361	445,086
Repurchase shares												3,300,000
Repurchase shares, amount \| $												$ 68,100
Direct cost \| $								$ 100
Payment for share repurchase \| $				$ 50,000			$ 100,000	125,071	$ 100,000
Reducing additional paid-in capital account \| $							15,200	15,900
Increasing accumulated deficit account \| $					$ 84,800		$ 84,800	$ 109,100
Warrant [Member]
Class of Stock [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Exercised							14,035,449
Proceeds from Issuance of Warrants \| $							$ 161,400
Redeemed Of Public Warrants							634
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares					$ 0.01		$ 0.01
Debt Instrument, Convertible, Threshold Consecutive Trading Days \| TradingDay							30
Private Placement [Member]
Class of Stock [Line Items]
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Warrants Issued								6,666,666
Class A common stock
Class of Stock [Line Items]
Common stock, shares authorized					260,000,000		260,000,000
Class of Warrant or Right, Outstanding								19,999,967
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Warrants Issued								6,666,666,000
Number of warrants exercised					19,999,333		19,999,333
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Exercised							16,273,406
Initial delivery common shares				2,739,726
Repurchase shares					449,432	445,791	449,432
Payment for share repurchase \| $					$ 8,100	$ 6,900		$ 125,000
Class A common stock \| Subsequent Event [Member]
Class of Stock [Line Items]
Additional delivery common shares	534,499
Class A common stock \| Board of Directors
Class of Stock [Line Items]
Share repurchase program, authorized amount \| $										$ 100,000	$ 100,000		$ 125,000
Initial delivery common shares		4,131,551
Repurchase shares, amount \| $										$ 100,000	$ 100,000		$ 125,000
Payment for share repurchase \| $		$ 91,900
Class A common stock \| Warrant [Member]
Class of Stock [Line Items]
Last Sale Price Of Common Stock Equals Or Exceeds Per Share \| $ / shares							$ 18
Debt Instrument, Convertible, Threshold Trading Days \| TradingDay							20

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 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, 2021	$	425,081		$	215,400		$	198,386	$	838,867
Measurement period adjustment (a)		—			—			756		756
Foreign currency translation adjustment		(5,361	)		(782	)		—		(6,143	)
Balance at December 31, 2022		419,720			214,618			199,142		833,480
Foreign currency translation adjustment		2,371			(16	)		—		2,355
Balance at December 31, 2023	$	422,091		$	214,602		$	199,142	$	835,835

(a) The measurement period adjustment is related to the T2 Systems acquisition completed in December 2021.

Schedule of Intangible Assets of Respective Period Ends

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

          
         Weighted

         Weighted

         At December 31, 2023

          
         Average

         Average

         Gross

          
         Remaining

         Amortization

         Carrying

         Accumulated

         ($ in thousands)

         Useful Life

         Period

         Amount

         Amortization

Trademarks

0.3 years

3.7 years

36,190

32,882

Patent

4.8 years

5.0 years

500

17

Non-compete agreements

0.0 years

5.0 years

62,540

62,540

Customer relationships

4.5 years

9.3 years

558,801

288,065

Developed technology

0.8 years

5.8 years

201,657

175,159

Gross carrying value of intangible assets

859,688

558,663

Less: accumulated amortization

(558,663

)

Intangible assets, net

301,025

          
         Weighted

         Weighted

         At December 31, 2022

          
         Average

         Average

         Gross

          
         Remaining

         Amortization

         Carrying

         Accumulated

         ($ in thousands)

         Useful Life

         Period

         Amount

         Amortization

Trademarks

0.4 years

3.7 years

36,151

32,233

Non-compete agreements

0.1 years

5.0 years

62,529

60,926

Customer relationships

5.5 years

9.3 years

557,570

227,102

Developed technology

1.2 years

5.8 years

201,548

160,117

Gross carrying value of intangible assets

857,798

480,378

Less: accumulated amortization

(480,378

)

Intangible assets, net

377,420

Estimated Amortization Expense in Future Years

Estimated amortization expense in future years is expected to be:


($ in thousands)
2024	$	67,131
2025		64,433
2026		57,431
2027		28,523
2028		22,580
Thereafter		60,927
Total	$	301,025

- Definition

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

+ References

Reference 1: 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 2: http://www.xbrl.org/2009/role/commonPracticeRef
-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

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-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 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-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/2009/role/commonPracticeRef
-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

Segment Reporting - Additional Information (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) Segment	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Segment Reporting Information [Line Items]
Number of operating segments \| Segment	3
Number of reportable segments \| Segment	3
Carrying value of property and equipment	$ 123,248	$ 109,775
Revenues	103,570	94,318	$ 39,977
International
Segment Reporting Information [Line Items]
Carrying value of property and equipment	19,300	17,300
Revenues	33,700	46,400	57,700
Australia
Segment Reporting Information [Line Items]
Carrying value of property and equipment	4,200	6,000
Revenues	45,879	34,356	13,948
United Kingdom
Segment Reporting Information [Line Items]
Revenues	23,794	24,017	16,346
Canada
Segment Reporting Information [Line Items]
Carrying value of property and equipment	11,700	8,900
Revenues	$ 30,826	$ 32,413	$ 6,874

- Definition

+ References

+ Details

Goodwill and Intangible Assets - Gross Carrying Amount and Accumulated Amortization of Separately Identifiable Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 859,688	$ 857,798
Accumulated Amortization	558,663	480,378
Less: accumulated amortization	(558,663)	480,378
Intangible assets, net	$ 301,025	$ 377,420
Trademarks
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	3 months 18 days	4 months 24 days
Weighted Average Amortization Period	3 years 8 months 12 days	3 years 8 months 12 days
Gross Carrying Amount	$ 36,190	$ 36,151
Accumulated Amortization	$ 32,882	$ 32,233
Patent
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	4 years 9 months 18 days
Weighted Average Amortization Period	5 years
Gross Carrying Amount	$ 500
Accumulated Amortization	$ 17
Non-compete Agreements
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	0 years	1 month 6 days
Weighted Average Amortization Period	5 years	5 years
Gross Carrying Amount	$ 62,540	$ 62,529
Accumulated Amortization	$ 62,540	$ 60,926
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	4 years 6 months	5 years 6 months
Weighted Average Amortization Period	9 years 3 months 18 days	9 years 3 months 18 days
Gross Carrying Amount	$ 558,801	$ 557,570
Accumulated Amortization	$ 288,065	$ 227,102
Developed Technology
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	9 months 18 days	1 year 2 months 12 days
Weighted Average Amortization Period	5 years 9 months 18 days	5 years 9 months 18 days
Gross Carrying Amount	$ 201,657	$ 201,548
Accumulated Amortization	$ 175,159	$ 160,117

Significant Accounting Policies - Summary of Concentration of Credit Risk (Details) - Sales Revenue - Customer Concentration Risk	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Government Solutions \| City of New York Department of Transportation
Concentration Risk [Line Items]
Concentration risk percentage	16.90%	19.50%	26.60%
Commercial Services \| Hertz Corporation
Concentration Risk [Line Items]
Concentration risk percentage	11.80%	11.10%	12.60%
Commercial Services \| Avis Budget Group, Inc.
Concentration Risk [Line Items]
Concentration risk percentage	13.60%	13.00%	12.30%
Commercial Services \| Enterprise Mobility
Concentration Risk [Line Items]
Concentration risk percentage	10.40%	9.30%	11.40%

Summary of Significant Accounting Policies - Summary of weighted average assumptions for stock options and PSUs (Details)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employee Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average expected volatility	38.50%	45.10%	47.70%
Weighted average risk-free interest rate	4.28%	2.94%	0.94%
PSU
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average expected volatility	43.80%	48.00%	50.40%
Weighted average risk-free interest rate	4.29%	2.78%	0.33%

- 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

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

3 Months Ended

12 Months Ended

May 12, 2022

USD ($)

Jan. 27, 2020

USD ($)

$ / shares

Apr. 26, 2019

$ / shares

Dec. 31, 2023

USD ($)

$ / shares

Sep. 30, 2022

USD ($)

Dec. 31, 2023

USD ($)

$ / shares

Dec. 31, 2022

USD ($)

Dec. 31, 2021

USD ($)

Jul. 26, 2023

$ / shares

Jun. 14, 2023

$ / shares

Aug. 19, 2022

USD ($)

Oct. 17, 2018

USD ($)

Share repurchase program, authorized amount

$ 68,100

Payment for share repurchase

$ 50,000

$ 100,000

$ 125,071

$ 100,000

Total revenue

$ 817,310

741,598

$ 550,590

Common Class A

Payment for share repurchase

$ 8,100

$ 6,900

125,000

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

Tax receivable agreement, amount payable

53,500

$ 53,500

Tax receivable agreement, amount payable, current

5,100

Tax receivable agreement, amount payable, non-current

$ 48,400

48,400

Effective Income Tax Rate Reconciliation, Tax Settlement, Domestic, Amount

5,600

Reduction to tax receivable agreement liability

5,000

Increase (decrease) to payable related to tax receivable agreement adjustment

$ 3,100

700

Contingency period

5 years

Increase Decrease To Payable Related To Tax Receivable Agreement Adjustment

$ 3,100

$ 700

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

$ 15.5

$ 13

$ 20.5

$ 18

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

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

Earn-out shares issued value

$ 73,150

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

Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property Plant And Equipment [Line Items]
Property and equipment	$ 262,866	$ 217,813
Less: accumulated depreciation	(139,618)	(108,038)
Total property and equipment, net	123,248	109,775
Equipment
Property Plant And Equipment [Line Items]
Property and equipment	159,151	122,507
Software
Property Plant And Equipment [Line Items]
Property and equipment	37,415	30,288
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment	10,031	9,806
Computer Equipment
Property Plant And Equipment [Line Items]
Property and equipment	21,415	20,274
Furniture
Property Plant And Equipment [Line Items]
Property and equipment	2,651	2,648
Automobiles
Property Plant And Equipment [Line Items]
Property and equipment	14,422	12,933
Construction in Progress
Property Plant And Equipment [Line Items]
Property and equipment	$ 17,781	$ 19,357

Segment Reporting - Financial Information by Segment (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Total revenue	$ 817,310	$ 741,598	$ 550,590
Operating expenses	270,800	225,194	162,555
Selling, general and administrative expenses	148,192	144,444	94,799
Other (income) expense, net	11,123	12,654	12,895
Segment profit (loss)	188,814	164,705	111,866
Depreciation and amortization	113,067	138,684	116,753
Loss on disposal of assets, net	128	(1,490)	(48)
Transaction and other related expenses	629	3,381	13,952
Transformation expenses	3,241	1,113	1,687
Legal Settlement	31,500
Tax settlement payment related to a prior acquisition	5,652
Change in fair value of private placement warrants	24,966	(14,400)	7,600
Tax receivable agreement liability adjustment		(720)	(1,016)
Loss (gain) on interest rate swap	$ 817	$ (996)	0
Derivative, Gain, Statement of Income or Comprehensive Income [Extensible Enumeration]	Loss (gain) on interest rate swap	Loss (gain) on interest rate swap
Stock-based compensation	$ 17,476	$ 16,663	13,784
Impairment on privately-held equity investment	0	1,340	0
(Gain) Loss on extinguishment of debt	3,533	(3,005)	5,334
Interest expense, net	86,701	69,372	44,942
Income before income taxes	86,997	127,108	67,901
Service Revenue
Segment Reporting Information [Line Items]
Total revenue	783,595	695,218	492,846
Cost of service revenue, excluding depreciation and amortization	18,232	16,330	5,337
Product Sales
Segment Reporting Information [Line Items]
Total revenue	33,715	46,380	57,744
Cost of service revenue, excluding depreciation and amortization	25,231	30,932	29,809
Operating Segments
Segment Reporting Information [Line Items]
Other (income) expense, net	16,775	(15,332)
Segment profit (loss)	371,502	338,540	270,937
Operating Segments \| Commercial Services
Segment Reporting Information [Line Items]
Total revenue	372,786	325,971	260,899
Operating expenses	83,828	72,328	65,718
Selling, general and administrative expenses	61,607	56,105	42,386
Other (income) expense, net	17,176	(14,387)	(10,837)
Segment profit (loss)	242,165	208,534	160,449
Loss on disposal of assets, net		(522)
Income before income taxes	242,165	208,534	160,449
Operating Segments \| Government Solutions
Segment Reporting Information [Line Items]
Total revenue	358,419	336,667	283,155
Operating expenses	168,736	139,961	96,284
Selling, general and administrative expenses	62,597	61,235	51,052
Other (income) expense, net	(488)	(679)	(2,040)
Segment profit (loss)	114,467	115,767	107,930
Loss on disposal of assets, net	128	(931)	(48)
Impairment on privately-held equity investment		1,340
Income before income taxes	114,467	114,427	107,930
Operating Segments \| Parking Solutions
Segment Reporting Information [Line Items]
Total revenue	86,105	78,960	6,536
Operating expenses	18,236	12,905	553
Selling, general and administrative expenses	23,988	27,104	1,361
Other (income) expense, net	87	(266)	(18)
Segment profit (loss)	14,870	14,239	2,558
Loss on disposal of assets, net		(37)
Income before income taxes	14,870	14,239	2,558
Operating Segments \| Service Revenue \| Commercial Services
Segment Reporting Information [Line Items]
Total revenue	372,786	325,971	260,899
Cost of service revenue, excluding depreciation and amortization	2,362	2,869	3,183
Operating Segments \| Service Revenue \| Government Solutions
Segment Reporting Information [Line Items]
Total revenue	344,034	307,639	227,992
Cost of service revenue, excluding depreciation and amortization	2,252	2,016	1,500
Operating Segments \| Service Revenue \| Parking Solutions
Segment Reporting Information [Line Items]
Total revenue	66,775	61,608	3,955
Cost of service revenue, excluding depreciation and amortization	13,618	11,445	654
Operating Segments \| Product Sales \| Government Solutions
Segment Reporting Information [Line Items]
Total revenue	14,385	29,028	55,163
Cost of service revenue, excluding depreciation and amortization	9,751	17,436	28,381
Operating Segments \| Product Sales \| Parking Solutions
Segment Reporting Information [Line Items]
Total revenue	19,330	17,352	2,581
Cost of service revenue, excluding depreciation and amortization	15,480	13,496	1,428
Corporate and Other
Segment Reporting Information [Line Items]
Segment profit (loss)	0	0	0
Depreciation and amortization	113,067	138,684	116,753
Transaction and other related expenses	629	3,381	13,952
Transformation expenses	3,241	1,113	1,687
Legal Settlement	31,500
Tax settlement payment related to a prior acquisition	5,652
Change in fair value of private placement warrants	24,966	(14,400)	7,600
Tax receivable agreement liability adjustment	(3,077)	(720)	(1,016)
Loss (gain) on interest rate swap	817	(996)
Stock-based compensation	17,476	16,663	13,784
(Gain) Loss on extinguishment of debt	3,533	(3,005)	5,334
Interest expense, net	86,701	69,372	44,942
Income before income taxes	$ (284,505)	$ (210,092)	$ (203,036)

Leases - Summary of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Assets and Liabilities, Lessee [Abstract]
Operating lease liabilities, net of current portion	$ 29,124	$ 33,362
Current portion	$ 7,133	$ 6,202
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Liabilities, Current	Liabilities, Current
Total operating lease liabilities	$ 36,257	$ 39,564

Guarantor/Non-Guarantor Financial Information (Unaudited) - Summary of Consolidated Statements of Cash Flows (Parenthetical) (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Condensed Statement of Income Captions [Line Items]

Asset retirement obligations

^[1]

$ 1,176

$ 944

Redflex Holdings Limited

Condensed Statement of Income Captions [Line Items]

Asset retirement obligations

$ 3,900

[1]	For the year ended December 31, 2022, this included $0.4 million increase resulting from a change in estimate for the impact of inflation.

Guarantor/Non-Guarantor Financial Information (Unaudited) - Summary of Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 136,309	$ 105,204	$ 101,283
Restricted cash	3,413	3,911	3,149
Accounts receivable (net of allowance for credit losses of $12.1 million)	197,824	163,786
Unbilled receivables	37,065	30,782
Inventory	17,966	19,307
Prepaid expenses and other current assets	46,961	39,604
Total current assets	439,538	362,594
Installation and service parts, net	22,895	22,923
Property and equipment, net	123,248	109,775
Operating lease assets	33,523	37,593
Intangible assets, net	301,025	377,420
Goodwill	835,835	833,480	838,867
Other non-current assets	33,919	12,484
Total assets	1,789,983	1,756,269
Current liabilities:
Accounts payable	78,749	79,869
Accrued liabilities	93,119	48,847
Tax receivable agreement liability, current portion	5,098	4,994
Current portion of long-term debt	9,019	21,935
Total current liabilities	214,773	186,809
Long-term debt, net of current portion	1,029,113	1,190,045
Operating lease liabilities, net of current portion	29,124	33,362
Tax receivable agreement liability, net of current portion	48,369	50,900
Private placement warrant liabilities	0	24,066
Asset retirement obligation	14,580	12,993	11,824
Deferred tax liabilities, net	18,360	21,149
Other long-term liabilities	14,197	5,875
Total liabilities	1,368,516	1,525,199
Total stockholders' equity	421,467	231,070	$ 259,964	$ 315,572
Total liabilities and stockholders' equity	$ 1,789,983	$ 1,756,269

Net Income Per Share (Tables)

12 Months Ended

Dec. 31, 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:


	For the Year Ended December 31,
(In thousands, except per share data)	2023		2022		2021
Numerator:
Net income	$	57,015	$	92,475	$	41,449
Denominator:
Weighted average shares - basic		158,777		152,848		159,983
Common stock equivalents		1,240		6,178		3,795
Weighted average shares - diluted		160,017		159,026		163,778
Net income per share - basic	$	0.36	$	0.61	$	0.26
Net income per share - diluted	$	0.36	$	0.50	$	0.25
Antidilutive shares excluded from diluted net income per share:
Contingently issuable shares (1)		—		5,000		5,000
ASR shares (2)		566		—		—
Private placement warrants		—		—		6,667
Non-qualified stock options		222		1,149		1,018
Performance share units		22		157		130
Restricted stock units		219		742		432
Total antidilutive shares excluded		1,029		7,048		13,247

(1) Contingently issuable shares related to the earn-out agreement as discussed in Note 15, Other Transactions.

(2) Had the accelerated share repurchase (“ASR”) initiated in the third quarter of 2023 described in Note 12, Stockholders' Equity, been settled as of December 31, 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. The final settlement for the ASR occurred during the first quarter of fiscal year 2024, at which time, the Company received 534,499 additional shares.

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 77.6	$ 106.2	$ 89.9

Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill by Reportable Segment (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Goodwill [Line Items]

Balance

$ 833,480

$ 838,867

Measurement period adjustment

^[1]

756

Foreign currency translation adjustment

2,355

(6,143)

Balance

835,835

833,480

Commercial Services

Goodwill [Line Items]

Balance

419,720

425,081

Foreign currency translation adjustment

2,371

(5,361)

Balance

422,091

419,720

Government Solutions

Goodwill [Line Items]

Balance

214,618

215,400

Foreign currency translation adjustment

(16)

(782)

Balance

214,602

214,618

Parking Solutions

Goodwill [Line Items]

Balance

199,142

198,386

Measurement period adjustment

^[1]

756

Balance

$ 199,142

[1]	The measurement period adjustment is related to the T2 Systems acquisition completed in December 2021.

- 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

- 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
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Acquisitions - Summary of Allocation of Preliminary Purchase Consideration (Parenthetical) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Decrease in deferred tax assets included within prepaid and other assets	$ 2,161	$ (4,306)	$ 5,097
Deferred revenue	(2,400)	4,591	(3,966)
Net offsetting increase in goodwill	$ 835,835	$ 833,480	$ 838,867

- Definition

+ References + Details

Accrued Liabilities

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

Accrued Liabilities

Accrued liabilities consist of the following at December 31:


($ in thousands)	2023		2022
Accrued legal settlement	$	31,500	$	—
Accrued salaries and wages		27,905		19,109
Current deferred tax liabilities		7,574		7,559
Current portion of operating lease liabilities		7,133		6,355
Accrued interest payable		4,594		4,459
Payroll liabilities		3,214		2,136
Restricted cash due to customers		2,835		3,541
Advanced deposits		2,308		1,029
Self-insurance liability		1,802		858
Current portion of interest rate swap liability		—		977
Other		4,254		2,824
Total accrued liabilities	$	93,119	$	48,847

Significant Accounting Policies (Additional Information) (Details) 2 - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Oct. 01, 2023
Summary Of Significant Accounting Principles And Policies [Line Items]
Impairment of property and equipment	$ 4,300
Goodwill	835,835	$ 833,480	$ 838,867
Inventory
Summary Of Significant Accounting Principles And Policies [Line Items]
Inventory finished goods	3,400	5,100
Commercial Services
Summary Of Significant Accounting Principles And Policies [Line Items]
Goodwill	422,091	419,720	425,081
Installation and Service [Member]
Summary Of Significant Accounting Principles And Policies [Line Items]
Impairment of property and equipment	3,900
Government Solutions
Summary Of Significant Accounting Principles And Policies [Line Items]
Impairment of property and equipment	3,900	700
Goodwill	214,602	214,618	215,400
Deferred revenue	5,200	3,700
Deferred Revenue	13,100	12,200
Parking Solutions
Summary Of Significant Accounting Principles And Policies [Line Items]
Impairment of property and equipment	400
Goodwill	199,142	199,142	198,386	$ 199,100
Deferred revenue	20,700	20,100
Deferred Revenue	19,700	21,200
Parking Solutions \| Inventory
Summary Of Significant Accounting Principles And Policies [Line Items]
Weighted Average Cost Inventory Amount	8,000	8,200
Inventory carrying value	10,000	11,100
Other Income
Summary Of Significant Accounting Principles And Policies [Line Items]
Foreign currency effect of re-measurement of assets and liabilities gains (losses)	1,700	700	200
Selling, General and Administrative Expenses [Member]
Summary Of Significant Accounting Principles And Policies [Line Items]
Advertising Expense	$ 1,100	$ 1,000	$ 700
Common Class A [Member]
Summary Of Significant Accounting Principles And Policies [Line Items]
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Warrants Issued		6,666,666,000
Number of warrants exercised	19,999,333
Class of Warrant or Right, Outstanding		19,999,967
Warrant [Member] \| Common Class A [Member]
Summary Of Significant Accounting Principles And Policies [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		13,333,301,000

Equity Incentive Plan

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Equity Incentive Plan

13.

Equity Incentive Plan

In October 2018, the Company established the Verra Mobility 2018 Equity Incentive Plan which provides for a variety of stock-based awards including restricted stock units (“RSUs”), performance share units (“PSUs”) and non-qualified stock options to employees and non-employee directors. In May 2023, the stockholders approved the Verra Mobility Corporation Amended and Restated 2018 Equity Incentive Plan (the “2018 Plan”), which, among other things, increased the maximum number of shares available for awards by 5,000,000 shares. The maximum number of shares of the Company’s common stock that may be subject to awards under the 2018 Plan was 15,864,000 as of December 31, 2023, subject to adjustment in accordance with the terms of the 2018 Plan. At December 31, 2023, the Company had an aggregate of 7,110,881 shares of common stock available for future grants under the 2018 Plan.

RSUs and PSUs

The Company’s RSUs consist of a right to receive shares on one or more vesting dates in the future. RSUs granted to employees vest ratably over four years from their individual award dates, subject to continued employment on the applicable vesting dates. RSUs granted to non-employee directors vest on the earlier of (a) the first anniversary of the vesting start date, or (b) the date immediately prior to the next annual stockholders meeting held by the Company occurring after the date of grant.

The Company grants PSUs to senior executives which consist of a right to receive shares generally at the end of a three-year period (or ratably over three years for certain grants). PSUs are issued upon continued service along with the relative satisfaction of a market condition that generally measures either the Company’s total stockholder return relative to a comparably calculated return for a peer group during the performance period or to the Company's absolute total stockholder return. The level at which the performance condition is attained upon the completion of the

performance period determines the actual number of shares of the Class A Common Stock into which the PSUs will be converted. The conversion percentage ranges from 0% up to 150% of the target level.

The following table summarizes the activity of the Company’s RSUs and PSUs:


	RSUs					PSUs
	Shares (in thousands)			Weighted Average Grant Date Fair Value		Shares (in thousands)			Weighted Average Grant Date Fair Value
Balance at December 31, 2020		2,203		$	10.64		106		$	13.88
Granted		736		$	14.12		154		$	16.28
Vested		(1,018	)	$	10.41		—		$	—
Forfeited		(229	)	$	13.40		(31	)	$	16.97
Balance at December 31, 2021		1,692		$	11.92		229		$	15.07
Granted		1,093		$	14.09		179		$	15.58
Vested		(1,030	)	$	11.10		—		$	—
Forfeited		(260	)	$	13.39		(94	)	$	15.17
Balance at December 31, 2022		1,495		$	13.82		314		$	15.33
Granted		1,452		$	18.16		1,970		$	11.42
Vested		(523	)	$	13.77		(101	)	$	13.88
Forfeited		(358	)	$	16.18		(85	)	$	11.64
Balance at December 31, 2023		2,066		$	16.49		2,098		$	11.88

The fair value of RSUs vested during fiscal years 2023, 2022 and 2021 was $7.2 million, $11.4 million and $10.6 million, respectively. The fair value of PSUs vested during fiscal year 2023 was $1.4 million. There were no PSU awards that vested during fiscal years 2022 or 2021. As of December 31, 2023, the Company had $25.5 million and $18.9 million of unrecognized stock-based compensation expense related to unvested RSUs and PSUs, respectively, which is expected to be recognized over a weighted average period of 2.6 years and 3.1 years, respectively.

Stock Options

Stock options granted vest ratably over four years from their individual award dates, subject to continued employment on the applicable vesting dates, with a contractual term of ten years. The following table summarizes the activity of the Company’s stock options:


	Stock Options Outstanding
	Shares (in thousands)			Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value ($ in thousands)
Balance at December 31, 2020		614		$	12.56
Granted		731		$	13.95
Exercised		(12	)	$	12.62		$	36
Forfeited		(170	)	$	14.29
Balance at December 31, 2021		1,163		$	13.18	8.7 years	$	2,636
Granted		846		$	13.97
Exercised		(103	)	$	12.98		$	348
Forfeited		(329	)	$	13.59
Balance at December 31, 2022		1,577		$	13.53	8.5 years	$	619
Granted		25		$	17.75
Exercised		(451	)	$	13.08		$	2,671
Forfeited		(91	)	$	13.89
Balance at December 31, 2023		1,060		$	13.78	7.7 years	$	9,798

Exercisable at December 31, 2023		260		$	13.55	7.4 years	$	2,465

The weighted average fair value of options granted in fiscal years 2021, 2022 and 2023 was $6.47, $6.66 and $8.08 per share, respectively. The Company received approximately $0.2 million, $1.3 million and $5.9 million related to stock options exercised during fiscal years 2021, 2022 and 2023, respectively. As of December 31, 2023, the Company had $3.4 million of unrecognized stock-based compensation expense related to unvested stock options which is expected to be recognized over a weighted average period of 1.8 years.

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


	For the Year Ended December 31,
($ in thousands)	2023		2022		2021
Operating expenses	$	2,488	$	1,130	$	815
Selling, general and administrative expenses		14,988		15,533		12,969
Total stock-based compensation expense	$	17,476	$	16,663	$	13,784

Tax benefits attributable to stock-based compensation represented approximately $3.3 million, $4.6 million and $4.6 million, before limitations under section 162(m) of the Internal Revenue Code, during the years ended December 31, 2023, 2022 and 2021, respectively.

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pay vs Performance Disclosure
Net Income (Loss)	$ 57,015	$ 92,475	$ 41,449

- 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
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+ Details

Acquisitions - Additional Information (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Goodwill	$ 835,835	$ 833,480	$ 838,867

- Definition

+ References + Details

Asset Retirement Obligation (Tables)

12 Months Ended

Dec. 31, 2023

Asset Retirement Obligation Disclosure [Abstract]

Schedule of Changes in Asset Retirement Obligation

The following summarizes the changes in the Company’s asset retirement obligations for the years ended December 31:



($ in thousands)	2023			2022
Asset retirement obligations, beginning balance	$	12,993		$	11,824
Liabilities incurred (a)		1,176			944
Accretion expense		760			445
Liabilities settled		(349	)		(220	)
Asset retirement obligations, ending balance	$	14,580		$	12,993

(a) For the year ended December 31, 2022, this included $0.4 million increase resulting from a change in estimate for the impact of inflation.

Leases - Summary of Future Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]
2024	$ 8,855
2025	6,531
2026	5,030
2027	3,707
2028	3,039
Thereafter	18,160
Total minimum payments	45,322
Less: amount representing interest	(9,065)
Total operating lease liabilities	$ 36,257	$ 39,564

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 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
Rule 10b5-1 Arrangement Modified	false
Non-Rule 10b5-1 Arrangement Modified	false

Guarantor/Non-Guarantor Financial Information (Unaudited) - Summary of Consolidated Statements of Operations and Comprehensive Income (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Condensed Statement Of Income Captions [Line Items]
Total revenue	$ 817,310	$ 741,598	$ 550,590
Operating expenses	273,288	226,324	163,370
Selling, general and administrative expenses	198,550	163,133	123,407
Depreciation, amortization and (gain) loss on disposal of assets, net	113,195	140,174	116,801
Total costs and expenses	628,496	576,893	438,724
Income from operations	188,814	164,705	111,866
Interest expense, net	86,701	69,372	44,942
Change in fair value of private placement warrants	24,966	(14,400)	7,600
Tax receivable agreement liability adjustment		(720)	(1,016)
Loss (gain) on extinguishment of debt	3,533	(3,005)	5,334
Other income, net	(11,123)	(12,654)	(12,895)
Total other expenses	101,817	37,597	43,965
Income before income taxes	86,997	127,108	67,901
Income tax provision (benefit)	29,982	34,633	26,452
Net income	57,015	92,475	41,449
Other comprehensive income (loss):
Change in foreign currency translation adjustment	2,689	(7,771)	(5,305)
Total comprehensive income	59,704	84,704	36,144
Service Revenue
Condensed Statement Of Income Captions [Line Items]
Total revenue	783,595	695,218	492,846
Cost of service revenue, excluding depreciation and amortization	18,232	16,330	5,337
Product Sales
Condensed Statement Of Income Captions [Line Items]
Total revenue	33,715	46,380	57,744
Cost of service revenue, excluding depreciation and amortization	$ 25,231	$ 30,932	$ 29,809

Significant Accounting Policies

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Significant Accounting Policies

Principles of Consolidation

The accompanying 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 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 consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Significant estimates and assumptions include those related to the fair values assigned to net assets acquired (including identifiable intangibles) in business combinations, 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.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with a remaining maturity of three months or less when acquired to be cash equivalents.

Restricted Cash

The Company collects cash on behalf of customers under certain contracts which it deposits daily into Company bank accounts and transfers regularly to customer bank accounts. Restricted cash primarily represents customer cash collected but not yet remitted to the customer. Restricted cash is classified as a current asset and the corresponding liability for amounts due to customers is within current liabilities.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk are primarily cash and cash equivalents, accounts receivable and unbilled receivables. The Company limits cash and cash equivalents to highly rated financial institutions.

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:


	For the Year Ended December 31,
	2023			2022			2021
City of New York Department of Transportation		16.9	%		19.5	%		26.6	%

The City of New York Department of Transportation (“NYCDOT”) represented 18% and 22% of total accounts receivable, net as of December 31, 2023 and 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 revenue concentrations generated through the Company’s Commercial Services partners as a percent of total revenue are presented below:


	For the Year Ended December 31,
	2023			2022			2021
Hertz Corporation		11.8	%		11.1	%		12.6	%
Avis Budget Group, Inc.		13.6	%		13.0	%		12.3	%
Enterprise Mobility		10.4	%		9.3	%		11.4	%

The Avis Budget Group, Inc. was 10% of total accounts receivable, net as of December 31, 2022. No Commercial Services customer exceeded 10% of total accounts receivable, net as of December 31, 2023.

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

Allowance for Credit Losses

Accounts receivable and unbilled receivables are uncollateralized customer obligations arising from the sale of products or services. Accounts receivable and unbilled receivables have normal trade terms of less than one year and are initially stated at the amounts billed to the customers and subsequently measured at amortized cost net of allowance for credit losses. Unbilled receivables are recorded when revenues have been earned but have not been included on a customer invoice through the end of the current period. Unbilled receivables were $37.1 million and $30.8 million as of December 31, 2023 and 2022, respectively.

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 years ended December 31, 2022 and 2023, respectively:


($ 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		11,739			1,307			950			485			14,481
Write-offs, net of recoveries		(7,536	)		(2,822	)		(26	)		(328	)		(10,712	)
Balance at December 31, 2022	$	9,600		$	1,577		$	4,573		$	157		$	15,907
Credit loss expense (income)		11,066			87			(1,953	)		(146	)		9,054
Write-offs, net of recoveries		(6,940	)		271			(194	)		415			(6,448	)
Balance at December 31, 2023	$	13,726		$	1,935		$	2,426		$	426		$	18,513

(1)

Driver-billed consists of receivables from drivers of rental cars 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.

Inventory

Inventories consist of parts and electronic components used in the production of parking management related hardware sold to certain Parking Solutions customers and photo enforcement systems sold to certain Government Solutions customers. Inventories for the Parking Solutions business were stated at cost on a first-in, first-out basis and the total carrying value was approximately $10.0 million and $11.1 million as of December 31, 2023 and 2022, respectively. Inventories for the Government Solutions international business were stated at a weighted average cost and the total carrying value was $8.0 million and $8.2 million as of December 31, 2023 and 2022, respectively. The Company assesses the value of its inventory and writes down the cost to net realizable value upon evaluation of historical experience and assumptions regarding future usage, and any such write down establishes a new cost basis for the items. Total finished goods were approximately $3.4 million and $5.1 million as of December 31, 2023 and 2022, respectively.

Installation and Service Parts

Installation and service parts consist of components used in the construction and maintenance of the Company's photo enforcement systems. Installation and service parts are stated at cost and are reclassified to property and

equipment upon initiation of construction and subsequently placed in service. Installation and service parts used in repairs and maintenance are recorded as operating expenses.

During the year ended December 31, 2023, the Company recorded a $3.9 million write-down of installation and service parts that no longer have future use within the operating expenses line item on the consolidated statement of operations.

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation. All repairs and maintenance costs are expensed as incurred. Depreciation is recorded on a straight-line basis over the estimated useful lives of the related assets as follows:


Equipment installed at customer sites		3-7 years
Computer equipment		3-5 years
Furniture		3-10 years
Automobiles		3-7 years
Software		3-7 years
Leasehold improvements		Shorter of lease term or estimated useful life

Equipment installed at customer sites includes certain installation costs that qualify for capitalization. Software costs include certain internal and external costs associated with the development of software that are incurred during the application development stage. In addition, a modification or upgrade to existing software is capitalized only to the extent it results in additional functionality to existing software. Software maintenance and training costs are expensed as incurred.

Investment in Privately-held Securities

The Company holds an investment in privately-held equity securities which is recorded at cost and adjusted based on observable transactions for same or similar investments or for impairment. Investment gains and losses are recorded in other income, net.

Valuation of privately-held securities requires judgment due to the lack of readily available observable market data. The carrying value is not adjusted if there are no identified events that would indicate a need for upward or downward adjustments or changes in circumstances that may indicate impairment. In determining the estimated fair value of its investment, the Company utilizes the most recent data available. The Company assesses its investment for impairment quarterly using both qualitative and quantitative factors. If an investment is considered impaired, an impairment loss is recognized and a new carrying value is established for the investment.

There were no indicators of impairment during the years ended December 31, 2023 or December 31, 2021. The Company recorded a $1.3 million impairment during the year ended December 31, 2022 within other income, net on the consolidated statements of operations.

Goodwill

Goodwill represents the excess of the purchase price over the estimated fair value of net tangible and identifiable intangible assets acquired in business combinations. Goodwill is assessed for impairment at least annually at the reporting unit level or more frequently if events or changes in circumstances indicate the carrying value may not be recoverable. If, based on a qualitative analysis, it is determined more-likely-than-not that the fair value of the reporting unit is less than its carrying amount, a quantitative impairment test is performed. Reporting units are identified by assessing whether the components of the Company’s operating segments constitute businesses for which discrete financial information is available and if segment management regularly reviews the operating results of those components. Application of the goodwill impairment test requires judgment, including the identification of reporting units, the assignment of assets (including goodwill) to those reporting units and the determination of the fair value of each reporting unit. The date of the Company’s annual impairment analysis is October 1. The Company has four reporting units for the purposes of assessing potential impairment of goodwill which include Commercial Services, Government Solutions North America, Government Solutions International and Parking Solutions.

The Company estimates the fair value of its reporting units based on a combination of an income approach or more specifically, a discounted cash flow method (“DCF Method”) and a market approach employing the public company market multiple method. The DCF Method is based on projected future cash flows and terminal value estimates discounted to their present values using a market-participant weighted average cost of capital. Significant estimates and assumptions used in the DCF Method include forecasts of future revenue growth rates, EBITDA margin percentages, terminal growth rates and discount rates. The Company applies discount rates that are commensurate with the risks and uncertainties inherent in the respective reporting units and its internally developed projections of future cash flows. The market approach utilizes a blend of revenue and EBITDA multiples from guideline public companies which are comparable to it in size, profitability and other factors to estimate the fair value of the reporting units. Significant estimates and assumptions used in the market approach include the selection of guideline public companies, revenue and EBITDA projections, the selection of revenue and EBITDA multiples and the application of a control premium.

In connection with its 2023 assessment of goodwill impairment, the Company qualitatively concluded that its Commercial Services, Government Solutions North America and Government Solutions International reporting units did not have indicators of impairment. It performed a quantitative impairment test for the Parking Solutions reporting unit as of October 1, 2023 which has goodwill of $199.1 million. The fair value of this reporting unit was determined by equally weighting the results of the DCF and market approach methods described above. Based on the results of its quantitative review, it concluded no impairment to goodwill was necessary because the estimated fair value exceeded the reporting unit's carrying value by approximately 7%. The Parking Solutions reporting unit's fair value includes revenue growth assumptions for a new program, UNIFI Mobile, in which the business will receive a share of transactional parking fees earned by the customer as well as fees charged for parking citations. The fair values of the Company's other reporting units for which a qualitative assessment was performed were estimated by applying guideline public company multiples to EBITDA projections. To corroborate their reasonableness, the total of the reporting units' estimated fair values were reconciled to the Company's enterprise value, adjusted for a control premium, as of October 1, 2023.

Although the Company believes the estimated fair value of the Parking Solutions reporting unit as of October 1, 2023 is reasonable based on current conditions, changes in assumptions used in estimating fair value, such as the composition of guideline public companies including the selection of revenue and EBITDA multiples, discount rates, fixed-costs, SaaS and UNIFI Mobile revenue growth estimates and shortfalls in the financial performance relative to expectations, may result in impairment in future periods.

Intangible Assets

Intangible assets represent existing customer relationships, trademarks, patents, developed technology (hardware and software) and non-compete agreements. Intangible assets are amortized over their respective estimated useful lives on a straight-line basis, which approximates the utilization of their expected future benefits. Amortization of intangible assets is included in depreciation, amortization and (gain) loss on disposal of assets, net in the consolidated statements of operations.

The Company annually evaluates the estimated remaining useful lives of its intangible assets to determine whether events or changes in circumstances warrant a revision to the remaining period of amortization.

Impairment of Long-Lived Assets

The Company reviews its long-lived assets (including intangible assets with finite useful lives and installation and service parts) for impairment whenever events or circumstances indicate that the carrying amount of an asset or an asset group may not be fully recoverable. The Company assesses recoverability by comparing the estimated undiscounted future cash flows expected to be generated by the asset or asset group with its carrying value. If the carrying value of the asset or asset group exceeds the estimated undiscounted future cash flows, an impairment loss is recognized for the difference between the estimated fair value and the carrying value.

During the year ended December 31, 2023, the Company recorded a $4.3 million impairment which included a $3.9 million write-down of installation and service parts that no longer have future use within the operating expenses line item in our Government Solutions segment (discussed above), and $0.4 million impairment of an ROU asset within the selling, general and administrative expenses line item in our Parking Solutions segment. The Company had $0.7 million of impairment related to certain photo enforcement programs that ended during the year ended December

31, 2022 within the depreciation, amortization and (gain) loss on disposal of assets, net line item on the consolidated statements of operations. There were no indicators of impairment related to long-lived assets for the year ended December 31, 2021.

Self-Insurance

The Company is self-insured for medical costs and has stop-loss insurance policies to limit its exposure to individual and aggregate claims made. Liabilities for these programs are estimated based on outstanding claims and claims estimated to be incurred but not yet reported using historical loss experience. These estimates are subject to variability due to changes in trends of losses for outstanding claims and incurred but not reported claims, including external factors such as the number, and cost of claims, benefit level changes and claim settlement patterns.

Warrants

As of December 31, 2022, there were warrants outstanding to acquire 19,999,967 shares of the Company’s Class A Common Stock including: (i) 6,666,666 Private Placement Warrants and (ii) 13,333,301 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 exercised prior to expiration. As of December 31, 2023, all Warrants were either exercised by the holder or redeemed by the Company. See Note 12, Shareholders' Equity, for additional details on warrant exercises.

The Company accounted for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance under Financial Accounting Standards Board (“FASB”) ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considered whether the warrants were freestanding financial instruments pursuant to ASC 480, met the definition of a liability pursuant to ASC 480, and whether the warrants met all of the requirements for equity classification under ASC 815, including whether the warrants were indexed to the Company’s own common shares, among other conditions for equity classification.

For warrants that met all of the criteria for equity classification, the warrants were required to be recorded as a component of additional paid-in capital at the time of issuance. Warrants that did not meet all the criteria for equity classification were recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants were recognized as a non-cash gain or loss on the consolidated statements of operations. The Company’s Public Warrants met the criteria for equity classification and accordingly, were reported as a component of stockholders’ equity while the Company’s Private Placement Warrants were classified as a liability. The fair value of the Private Placement Warrants was estimated at period-end using a Black-Scholes option pricing model. Shares issuable under the Warrants were considered for inclusion in the diluted share count in accordance with GAAP.

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 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 consolidated statements of operations within the loss (gain) on interest rate swap line item.

The Company recorded a $0.8 million loss for the year ended December 31, 2023, of which $(0.3) million is associated with the derivative instrument re-measured to fair value at the end of the reporting period, netted by $1.1 million related to the monthly cash payments. The Company recorded a $1.0 million gain for the year ended

December 31, 2022 associated with the derivative instrument re-measured to fair value at the end of the reporting period. 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 consolidated statements of cash flows. See below for further discussion on the fair value measurement of the interest rate swap, and Note 8, Long-term Debt, for additional information on the Company's mix of fixed and variable debt.

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 consolidated balance sheets for cash, accounts receivable, accounts payable and accrued liabilities 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	December 31, 2023				December 31, 2022
	Fair Value	Carrying		Estimated		Carrying		Estimated
($ in thousands)	Hierarchy	Amount		Fair Value		Amount		Fair Value
2021 Term Loan	2	$	691,821	$	709,872	$	866,365	$	883,891
Senior Notes	2		346,311		335,125		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 December 31, 2023, all Private Placement Warrants were exercised by the warrant holders. The fair value of the Private Placement Warrant liabilities was measured on a recurring basis and was estimated using the Black-Scholes option pricing model using significant unobservable inputs, primarily related to estimated volatility, and was therefore classified within level 3 of the fair value hierarchy. The key assumptions used 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	$	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:


($ in thousands)	December 31, 2023			December 31, 2022
Beginning balance	$	24,066		$	38,466
Change in fair value of private placement warrants		24,966			(14,400	)
Exercise of warrants		(49,032	)		—
Ending balance	$	—		$	24,066

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 year ended December 31, 2023, 6.7 million Private Placement Warrants were exercised, 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 $2.1 million as of both December 31, 2023 and 2022, 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 year ended December 31, 2023. The Company recorded a $1.3 million impairment during the year ended December 31, 2022.

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)	December 31, 2023			December 31, 2022
Prepaid expenses and other current assets
Beginning balance	$	—		$	—
Change in fair value of interest rate swap		689			—
Ending balance	$	689		$	—

Other non-current assets
Beginning balance	$	1,973		$	—
Change in fair value of interest rate swap		(1,346	)		1,973
Ending balance	$	627		$	1,973

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

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).

Asset Retirement Obligations

The Company records obligations to perform certain retirement activities on camera and speed enforcement systems in the period that the related assets are placed in service. Asset retirement obligations are contractual obligations to restore property to its initial state. These obligations, which are initially estimated based on discounted cash flow estimates, are accreted to full value over time through charges to operating expenses in the consolidated statements of operations. The associated asset retirement obligation is capitalized as part of the related asset’s carrying value and is depreciated over the asset’s estimated remaining useful life. When events and circumstances indicate that the original estimates used for asset retirement obligations may need revision, the Company reassesses the assumptions used and adjusts the liability appropriately.

Deferred Financing Costs

Deferred financing costs consist of the costs incurred to obtain long-term financing, including the Company’s credit facilities (see Note 8, Long-Term Debt). These costs, which are a reduction to long-term debt on the consolidated balance sheets, are amortized over the term of the related debt, using the effective interest method for term debt and the straight-line method for revolving credit facilities. Amortization of deferred financing costs for fiscal years 2023, 2022 and 2021 was $4.7 million, $5.5 million and $5.2 million respectively.

Income Taxes

Income tax expense includes U.S and international current and deferred income taxes and interest and penalties on uncertain tax positions. Certain income and expenses are not reported in tax returns and financial statements in the same year. The tax effect of these temporary differences is reported as deferred income taxes. Deferred tax assets are reported net of a valuation allowance when it is more likely than not that a tax benefit will not be realized. All deferred income taxes are classified as long-term on our consolidated balance sheets.

Stock-based Compensation

In October 2018, the Company established the Verra Mobility 2018 Equity Incentive Plan which provides for a variety of stock-based awards for issuance to employees and directors. In May 2023, the Company's stockholders approved the Verra Mobility Corporation Amended and Restated 2018 Equity Incentive Plan (the “2018 Plan”), which, among other things, increased the maximum number of shares available for awards by 5,000,000 shares. The Company grants RSUs, stock options and PSUs.

The Company recognizes the fair value of RSUs based on the Company’s common stock price at market close on the date of the grant. The Company uses the Black-Scholes option pricing model to determine the fair value of stock options, and uses the Monte Carlo simulation model to determine the fair value of PSUs containing market conditions. The Black-Scholes model requires an assumption regarding the expected life of the stock option, which the Company estimated to be 6.25 years by applying the short-cut method permitted under SEC Staff Accounting Bulletin No. 110. PSUs granted vest at the end of a three-year period (or ratably over three years for certain grants), which matches the awards’ performance period. RSUs and stock options vest based on the continued service of the recipient. PSUs are issued upon continued service along with the relative satisfaction of a market condition that measures the Company’s total stockholder return relative to a comparably calculated return for a peer group during the performance period or to the Company's absolute total stockholder return. In addition, the Black-Scholes and the Monte Carlo models require assumptions to be made regarding the expected volatility of the Company’s stock price. Stock price volatility is determined by averaging an implied volatility with the measure of historical volatility for stock options and using the historical volatility for PSUs.

The following represents our weighted average assumptions for stock options and PSUs granted for the respective periods:


	For the Year Ended December 31,
	2023			2022			2021
Stock options
Weighted average expected volatility		38.5	%		45.1	%		47.7	%
Weighted average risk-free interest rate		4.28	%		2.94	%		0.94	%
PSUs
Weighted average expected volatility		43.8	%		48.0	%		50.4	%
Weighted average risk-free interest rate		4.29	%		2.78	%		0.33	%

Compensation expense for share-based awards is determined based on the grant date fair value. The Company recognizes these compensation costs on a straight-line basis over the requisite service period of the award, which is generally the vesting term of the share-based award. The compensation expense for the PSUs is recognized over the requisite service period regardless of whether the market condition is satisfied. Forfeitures are accounted for as they occur. See Note 13, Equity Incentive Plan, for more information on the Company’s share-based awards.

Revenue Recognition

Nature of Goods and Services

The following is a description of principal activities, separated by reportable segments, from which the Company generates revenue:

Commercial Services. The Commercial Services segment offers toll and violation management solutions for commercial fleet operators, including RACs, Direct Fleets and FMCs. The Company determined its performance obligation is a distinct stand-ready obligation, as there is an unspecified quantity of services provided that does not diminish, and the customer is being charged only when it uses the Company’s services, such as toll payment, title and registration, etc. Payment terms for contracts with commercial fleet and rental car companies vary, but are usually billed as services are performed. The Company recognizes revenue over time based on the number of transactions processed on behalf of customers during the period. It recognizes revenue on a net basis when it acts as an agent in the transaction.

Government Solutions. The Government Solutions segment principally generates revenue by providing complete, end-to-end speed, red-light, school bus stop arm, and bus lane enforcement solutions. Products, when sold, are typically sold together with the services in a bundle for a majority of customers. The average initial term of a contract is three to five years. Payment terms for contracts with government agencies vary depending on whether the consideration is fixed or variable. Payment terms for contracts with fixed consideration are usually based on equal installments over the duration of the contract. Payment terms for contracts with variable consideration are usually billed and collected as citations are issued or paid. Certain mobile speed programs are billed per camera system deployed. In instances when the consideration expected from the customer is subject to variation, any variable consideration affecting revenue recognition is allocated to the distinct period (the monthly period) that it relates to.

•

Product sales (sale of camera systems and installation) – the camera systems and related installation services are an integrated solution and are accounted for as a single performance obligation. The revenues for this performance obligation are generally recognized at a point in time when the installation process is completed and the camera system is ready to perform the services as expected by the customer. Generally, this occurs at site acceptance.

•

Service revenue – the Company provides a suite of services which may include camera maintenance, processing images taken by the camera, forwarding eligible images to the police department and processing payments on behalf of the municipality. The Company concluded that the suite of services as a whole represents one service offering and is a single performance obligation. The service offering is accounted for as a single continuous service. The Company applies the series guidance for those services as it stands ready to deliver those services over the contract period. The Company recognizes revenue from services over time, as they are performed.

Many of the Company’s customer contracts include both product sales and service revenue. The Company applies judgment when determining whether the product sales and service offering are accounted for as combined performance obligation or distinct performance obligations. In contracts where title to the camera system does not transfer to the customer, the Company accounts for the contract as a single, combined performance obligation. This is because the customer receives the right to use the photo enforcement system and the service offering concurrently. For other contracts, the Company accounts for the products and services as distinct performance obligations because the camera systems and the related service solution are both capable of being distinct and are not highly interdependent and interrelated.

In contracts with multiple performance obligations, consideration is allocated between separate products and services in a bundle based on their stand-alone selling prices (“SSP”). The Company estimates the SSP for its product sales using expected cost plus margin. The Company is unable to establish the SSP for its service offering based on observable prices as the services are sold for a wide range of amounts (the selling price is highly variable). As such, the SSP for service offerings included in these contracts is generally determined by applying a residual approach.

Parking Solutions. The T2 Systems business offers an integrated suite of parking software, transaction processing and hardware solutions to its customers. Revenue is derived primarily from the sale of software as a service (“SaaS”) and specialized hardware. For bundled offerings, the Company accounts for individual products and services separately if they are distinct and allocates the transaction price based on the relative SSP. The Company is able to

establish the SSP for its product sales based on the observable prices of products sold separately in comparable transactions. For professional services, the Company’s estimate of the standalone selling price is comprised of multiple factors which include a cost plus margin approach and the historical sales price of similar services. The Company is unable to establish the SSP for its software licenses based on observable prices given the same products are sold at a broad range of prices and a representative SSP is not discernible from past transactions or other observable evidence, as such, the SSP for software licenses included in a contract with multiple performance obligations is generally determined by applying a residual approach. The Company’s estimates of SSP are reassessed on a periodic basis or when facts and circumstances change.

•

The Company’s hosted parking management software products provide customers the ability to manage access to their parking lots and garages, issue physical or virtual parking permits and manage citations issued through enforcement devices. Revenue derived from these SaaS products is recognized ratably over the contractual service period beginning on the date the service is made available to the customer.

•

Service revenue derived from the Company’s professional services are recognized over time as the services are performed. Revenues for fixed-price service projects are generally recognized over time applying input methods to estimate progress to completion.

•

Revenue from product sales is recognized at a point in time when a customer takes control of the hardware, which typically occurs when the product is delivered to the customer and ownership is transferred to the customer.

Remaining Performance Obligations

Deferred revenue represents amounts that have been invoiced in advance which are expected to be recognized as revenue in future periods, and it primarily relates to the Government Solutions and Parking Solutions customers. As of December 31, 2023 and 2022, the Company had approximately $13.1 million and $12.2 million of deferred revenue in the Government Solutions segment, respectively. During the twelve months ended December 31, 2023 and 2022, the Company recognized $5.2 million and $3.7 million, respectively, of revenue related to amounts that were included in deferred revenue as of December 31, 2022 and 2021, respectively. As of December 31, 2023 and 2022, the Company had approximately $19.7 million and $21.2 million of deferred revenue in the Parking Solutions segment, respectively. During the twelve months ended December 31, 2023 and 2022, the Company recognized $20.7 million and $20.1 million, respectively, of revenue related to amounts that were included in deferred revenue as of December 31, 2022 and 2021, respectively.

Transaction price allocated to the remaining performance obligations includes deferred revenue above and unbilled amounts that are expected to be recognized as revenue in future periods. As of December 31, 2023, total transaction price allocated to performance obligations in the Government Solutions segment that were unsatisfied or partially unsatisfied was $317.6 million, of which $204.3 million is expected to be recognized as revenue in the next twelve months and the rest over the remaining performance obligation period. The Company elected the practical expedients to omit disclosure for the amount of the transaction price allocated to remaining performance obligations with original expected contract length of one year or less and the amount that relates to variable consideration allocated to a wholly unsatisfied performance obligation to transfer a distinct good or service within a series of distinct goods or services that form a single performance obligation.

Credit Card Rebates

The Company earns volume rebates from total spend on purchasing cards and recognizes the income in other income, net in the consolidated statements of operations. For the fiscal years ended December 31, 2023, 2022 and 2021, the Company recorded $17.8 million, $14.5 million, and $11.3 million respectively, related to rebates.

Advertising Costs

The Company expenses advertising costs as incurred. Advertising costs for the fiscal years ended December 31, 2023, 2022 and 2021, were $1.1 million, $1.0 million and $0.7 million, respectively, and were included in selling, general, and administrative expenses in the consolidated statements of operations.

Foreign Currency

Assets and liabilities denominated in foreign currencies that differ from their functional currencies are re-measured at the exchange rate on the balance sheet date. The foreign currency effect of the re-measurement is included in other income, net in the consolidated statements of operations. The impact of foreign currency re-measurement was losses of $1.7 million, $0.7 million and $0.2 million for the fiscal years ended December 31, 2023, 2022 and 2021, respectively.

The assets and liabilities of our foreign subsidiaries whose functional currency is not the U.S. dollar are translated into U.S. dollars at current exchange rates while revenue and expenses are translated from functional currencies at average monthly exchange rates. The resulting translation adjustments are recorded in accumulated other comprehensive loss in stockholders’ equity.

Acquisitions

The Company applies the acquisition method to account for business combinations. The Company allocates the fair value of the purchase price consideration to assets acquired and liabilities assumed based on their estimated fair values. The excess of the purchase consideration over the fair value of the identifiable assets and liabilities is recorded as goodwill. The Company includes the results of operations of businesses acquired from the date of the respective acquisition. Any transaction costs associated with acquisitions are expensed as incurred.

Measurement period adjustments to preliminary purchase price allocations are recognized in the period in which they are determined, with the effect on earnings of any changes in depreciation, amortization or other income resulting from such changes calculated as if the accounting had been completed at the acquisition date. If applicable, we estimate the fair value of contingent consideration payments in determining the purchase price. Contingent consideration is adjusted to fair value in subsequent periods as an increase or decrease in selling, general and administrative expenses.

The determination and allocation of fair values to the identifiable assets acquired and liabilities assumed is based on various assumptions and valuation methodologies requiring considerable management judgment, and includes the use of independent valuation specialists to assist the Company in estimating fair values of acquired tangible and intangible assets. Although the Company believes that the assumptions applied in the determination are reasonable based on information available at the date of acquisition, actual results may differ from estimates.

Recent Accounting Pronouncements

Accounting Standards Adopted

In March 2020, the 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 provided temporary optional guidance to ease the potential burden in accounting for reference rate reform. It provided 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 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. The Company does not expect this standard to have a material impact on its consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The ASU intends to enhance disclosure related to significant segment expenses regularly provided to the CODM, amounts presented as “other” within segment profit (loss), require that all annual disclosures are also reported for interim periods, further define the CODM and how they use segment profit (loss) to allocate resources, and require that entities with only a single reportable segment provide all required segment disclosures. The guidance is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of this standard on its financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The ASU requires companies to disclose specific categories in the rate reconciliation, provide additional disclosure for reconciling items that exceed proscribed thresholds, and enhance disclosure regarding income taxes paid and sources of income (loss) from continuing operations including the tax expense (or benefit) disaggregated by federal, state and foreign taxes. The guidance is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact of this standard on its financial statements.

Segment Reporting

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Segment Reporting

17.

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, transaction processing 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 Company allocates certain corporate expenses to the three segments using several different factors depending on the item being allocated. These factors range from specific identification to headcount-based to allocate proportionately between the three segments. The corporate and other columns below include items that are designated by the CODM as corporate initiatives and are not included in segment profit.

During fiscal year 2022, the Company changed its measure of segment profit to include
loss on disposal of assets, net, and to exclude transaction and transformation expenses that were previously included within the selling, general and administrative expenses and other income line items below. The comparable prior period has been recast to conform to the revised presentation although the impact of this revision to previously reported segment profit was not material.

The following tables set forth financial information by segment for the fiscal years ended December 31, 2023, 2022 and 2021:


	For the Year Ended December 31, 2023
	Commercial			Government		Parking			Corporate
($ in thousands)	Services			Solutions		Solutions			and Other			Total
Service revenue	$	372,786		$	344,034	$	66,775		$	—		$	783,595
Product sales		—			14,385		19,330			—			33,715
Total revenue		372,786			358,419		86,105			—			817,310
Cost of service revenue, excluding depreciation and amortization		2,362			2,252		13,618			—			18,232
Cost of product sales		—			9,751		15,480			—			25,231
Operating expenses		83,828			168,736		18,236			—			270,800
Selling, general and administrative expenses		61,607			62,597		23,988			—			148,192
Loss on disposal of assets, net		—			128		—			—			128
Other (income) expense, net		(17,176	)		488		(87	)		—			(16,775	)
Segment profit	$	242,165		$	114,467	$	14,870		$	—		$	371,502
Segment profit	$	242,165		$	114,467	$	14,870		$	—		$	371,502
Depreciation and amortization		—			—		—			113,067			113,067
Transaction and other related expenses		—			—		—			629			629
Transformation expenses		—			—		—			3,241			3,241
Legal settlement		—			—		—			31,500			31,500
Tax settlement payment related to a prior acquisition		—			—		—			5,652			5,652
Change in fair value of private placement warrants		—			—		—			24,966			24,966
Tax receivable agreement liability adjustment		—			—		—			(3,077	)		(3,077	)
Loss on interest rate swap		—			—		—			817			817
Stock-based compensation		—			—		—			17,476			17,476
Loss on extinguishment of debt		—			—		—			3,533			3,533
Interest expense, net		—			—		—			86,701			86,701
Income before income taxes	$	242,165		$	114,467	$	14,870		$	(284,505	)	$	86,997


	For the Year Ended December 31, 2022
	Commercial			Government			Parking			Corporate
($ in thousands)	Services			Solutions			Solutions			and Other			Total
Service revenue	$	325,971		$	307,639		$	61,608		$	—		$	695,218
Product sales		—			29,028			17,352			—			46,380
Total revenue		325,971			336,667			78,960			—			741,598
Cost of service revenue, excluding depreciation and amortization		2,869			2,016			11,445			—			16,330
Cost of product sales		—			17,436			13,496			—			30,932
Operating expenses		72,328			139,961			12,905			—			225,194
Selling, general and administrative expenses		56,105			61,235			27,104			—			144,444
Loss on disposal of assets, net		522			931			37			—			1,490
Other income, net		(14,387	)		(679	)		(266	)		—			(15,332	)
Segment profit	$	208,534		$	115,767		$	14,239		$	—		$	338,540
Segment profit	$	208,534		$	115,767		$	14,239		$	—		$	338,540
Depreciation and amortization		—			—			—			138,684			138,684
Transaction and other related expenses		—			—			—			3,381			3,381
Transformation expenses		—			—			—			1,113			1,113
Change in fair value of private placement warrants		—			—			—			(14,400	)		(14,400	)
Tax receivable agreement liability adjustment		—			—			—			(720	)		(720	)
Gain on interest rate swap		—			—			—			(996	)		(996	)
Stock-based compensation		—			—			—			16,663			16,663
Impairment on a privately-held equity investment		—			1,340			—			—			1,340
Gain on extinguishment of debt		—			—			—			(3,005	)		(3,005	)
Interest expense, net		—			—			—			69,372			69,372
Income before income taxes	$	208,534		$	114,427		$	14,239		$	(210,092	)	$	127,108


	For the Year Ended December 31, 2021
	Commercial			Government			Parking			Corporate
($ in thousands)	Services			Solutions			Solutions			and Other			Total
Service revenue	$	260,899		$	227,992		$	3,955		$	—		$	492,846
Product sales		—			55,163			2,581			—			57,744
Total revenue		260,899			283,155			6,536			—			550,590
Cost of service revenue, excluding depreciation and amortization		3,183			1,500			654			—			5,337
Cost of product sales		—			28,381			1,428			—			29,809
Operating expenses		65,718			96,284			553			—			162,555
Selling, general and administrative expenses		42,386			51,052			1,361			—			94,799
Loss on disposal of assets, net		—			48			—			—			48
Other income, net		(10,837	)		(2,040	)		(18	)		—			(12,895	)
Segment profit	$	160,449		$	107,930		$	2,558		$	—		$	270,937
Segment profit	$	160,449		$	107,930		$	2,558		$	—		$	270,937
Depreciation and amortization		—			—			—			116,753			116,753
Transaction and other related expenses		—			—			—			13,952			13,952
Transformation expenses		—			—			—			1,687			1,687
Change in fair value of private placement warrants		—			—			—			7,600			7,600
Tax receivable agreement liability adjustment		—			—			—			(1,016	)		(1,016	)
Stock-based compensation		—			—			—			13,784			13,784
Loss on extinguishment of debt		—			—			—			5,334			5,334
Interest expense, net		—			—			—			44,942			44,942
Income before income taxes	$	160,449		$	107,930		$	2,558		$	(203,036	)	$	67,901

The table below details the following assets by reportable segment as of the respective period-ends:


($ in thousands)	December 31, 2023		December 31, 2022
Property and equipment, net
Commercials Services	$	9,547	$	7,993
Government Solutions		98,611		92,600
Parking Solutions		13,281		8,942
Corporate and other		1,809		240
Total property and equipment, net	$	123,248	$	109,775
Total assets
Commercials Services	$	721,192	$	758,649
Government Solutions		523,687		534,931
Parking Solutions		404,267		408,230
Corporate and other		140,837		54,459
Total assets	$	1,789,983	$	1,756,269

In addition, refer to Note 5, Goodwill and Intangible Assets for goodwill balances by segment.

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 $33.7 million, $46.4 million and $57.7 million for the years ended December 31, 2023, 2022 and 2021, respectively. Property and equipment, net located in foreign countries was $19.3 million as of December 31, 2023, of which Canada represented $11.7 million and Australia represented $4.2 million. Property and equipment, net located in foreign countries was $17.3 million as of December 31, 2022, of which Canada represented $8.9 million and Australia represented $6.0 million.

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


	For the Year Ended December 31,
($ in thousands)	2023		2022		2021
Australia	$	45,879	$	34,356	$	13,948
Canada		30,826		32,413		6,874
United Kingdom		23,794		24,017		16,346
All other		3,071		3,532		2,809
Total international revenues	$	103,570	$	94,318	$	39,977

- 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
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+ Details

Accrued Liabilities (Tables)

12 Months Ended

Dec. 31, 2023

Payables and Accruals [Abstract]

Schedule of Accrued Liabilities

Accrued liabilities consist of the following at December 31:


($ in thousands)	2023		2022
Accrued legal settlement	$	31,500	$	—
Accrued salaries and wages		27,905		19,109
Current deferred tax liabilities		7,574		7,559
Current portion of operating lease liabilities		7,133		6,355
Accrued interest payable		4,594		4,459
Payroll liabilities		3,214		2,136
Restricted cash due to customers		2,835		3,541
Advanced deposits		2,308		1,029
Self-insurance liability		1,802		858
Current portion of interest rate swap liability		—		977
Other		4,254		2,824
Total accrued liabilities	$	93,119	$	48,847

Income Taxes - Schedule of Income Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
U.S.	$ 92,425	$ 140,858	$ 77,101
Foreign	(5,428)	(13,750)	(9,200)
Income before income taxes	$ 86,997	$ 127,108	$ 67,901

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

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+ Details

Segment Reporting - Schedule of Assets by Reportable Segment (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Total property and equipment, net	$ 123,248	$ 109,775
Total assets	1,789,983	1,756,269
Corporate and Other
Segment Reporting Information [Line Items]
Total property and equipment, net	1,809	240
Total assets	140,837	54,459
Commercial Services \| Operating Segments
Segment Reporting Information [Line Items]
Total property and equipment, net	9,547	7,993
Total assets	721,192	758,649
Government Solutions \| Operating Segments
Segment Reporting Information [Line Items]
Total property and equipment, net	98,611	92,600
Total assets	523,687	534,931
Parking Solutions \| Operating Segments
Segment Reporting Information [Line Items]
Total property and equipment, net	13,281	8,942
Total assets	$ 404,267	$ 408,230

- Definition

Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.

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+ Details

Significant Accounting Policies - Additional Information (Details) $ in Thousands	1 Months Ended	12 Months Ended
	Oct. 31, 2018 shares	Dec. 31, 2023 USD ($) yr Customer shares	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Summary Of Significant Accounting Principles And Policies [Line Items]
Unbilled receivables		$ 37,065	$ 30,782
Impairment on privately-held equity investment		0	1,340	$ 0
Notional amount		675,000
Goodwill		$ 835,835	833,480	838,867
Derivative, Fixed Interest Rate		5.17%
Fair value re-measured		$ 300
Monthly cash settlements		$ 1,100
Fair Value In Excess Of Carrying Amount		7.00%
Gain (Loss) on interest rate swap		$ (817)	996	0
Reclassification of private placement warrant liabilities to additional paid-in capital upon exercise		49,032	0	0
Investment costs		2,100	2,100
Amortization of deferred financing costs		4,700	5,500	5,200
Remaining performance obligations		317,600
Revenue remaining performance obligation in the next twelve months		204,300
Benefit on credit card rebates		$ 17,800	$ 14,500	$ 11,300
PSU
Summary Of Significant Accounting Principles And Policies [Line Items]
Share-based payment award, fair value assumptions, method used		Monte Carlo simulation model
Employee Stock Option
Summary Of Significant Accounting Principles And Policies [Line Items]
Weighted Average Number of Shares, Restricted Stock \| shares	5,000,000
Share-based payment award, fair value assumptions, method used		Black-Scholes option pricing model
Expected Term \| Employee Stock Option
Summary Of Significant Accounting Principles And Policies [Line Items]
Alternative investment, measurement input \| yr		6.25
Private Placement Warrant Liabilities
Summary Of Significant Accounting Principles And Policies [Line Items]
Number of warrants exercised \| shares		6,700,000
Reclassification of private placement warrant liabilities to additional paid-in capital upon exercise		$ 49,000
Minimum
Summary Of Significant Accounting Principles And Policies [Line Items]
Average initial term of a contract		3 years
Maximum
Summary Of Significant Accounting Principles And Policies [Line Items]
Average initial term of a contract		5 years
Customer Concentration Risk \| Sales Revenue
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 \| Government Solutions
Summary Of Significant Accounting Principles And Policies [Line Items]
Concentration risk percentage		10.00%
Customer Concentration Risk \| Accounts Receivable
Summary Of Significant Accounting Principles And Policies [Line Items]
Number of customers exceeds 10% \| Customer		0
Customer Concentration Risk \| Accounts Receivable \| Avis Budget Group, Inc.
Summary Of Significant Accounting Principles And Policies [Line Items]
Concentration risk percentage		10.00%	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		18.00%	22.00%

Long-term Debt

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Long-term Debt

The following table provides a summary of the Company’s long-term debt at December 31:


($ in thousands)	2023			2022
2021 Term Loan, due 2028	$	704,587		$	886,106
Senior Notes, due 2029		350,000			350,000
Less: original issue discounts		(3,646	)		(5,637	)
Less: unamortized deferred financing costs		(12,809	)		(18,489	)
Total long-term debt		1,038,132			1,211,980
Less: current portion of long-term debt		(9,019	)		(21,935	)
Total long-term debt, net of current portion	$	1,029,113		$	1,190,045

The following table presents the aggregate principal and interest payments in future years on long-term debt as of December 31, 2023:


($ in thousands)	Principal		Interest (1)
2024	$	9,019	$	81,757
2025		9,019		80,448
2026		9,019		79,651
2027		9,019		78,853
2028		668,511		33,177
Thereafter		350,000		5,561
Total	$	1,054,587	$	359,447

(1) The variable interest rate in effect as of December 31, 2023 was used to calculate interest payments for the 2021 Term Loan.

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 24, 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 fiscal year 2023, the Company made early repayments of $172.5 million on the 2021 Term Loan and as a result, the total principal outstanding was $704.6 million as of December 31, 2023. The Company recognized losses on extinguishment of debt of $3.5 million and $5.3 million for fiscal years 2023 and 2021, respectively, related to the write-off of pre-existing deferred financing costs and discounts, and lender and third party costs.

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 (the “Second Amendment”) 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 Second Amendment 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 December 31, 2023, the new all-in interest rate on the 2021 Term Loan was 8.7%.

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%

The Company did not have mandatory prepayments of excess cash flows for the fiscal years ended December 31, 2023 or 2022.

Subsequent to December 31, 2023, the Company amended the 2021 Term Loan agreement to refinance the entire outstanding amount under the 2021 Term Loan. In connection with the amended 2021 Term Loan agreement, the interest rate was reduced and the credit spread adjustment was eliminated. See Note 18, Subsequent Events, for additional information.

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 at a redemption price of 105.50%.

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 consolidated statements of operations for the year ended December 31, 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 18, 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 December 31, 2023 or 2022. At December 31, 2023, the availability to borrow was $74.8 million, net of $0.2 million of outstanding letters of credit.

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 December 31, 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 December 31, 2023, the Company was compliant with all debt covenants.

Interest Expense, Net

The Company recorded interest expense, net of interest income, including amortization of deferred financing costs and discounts, of $86.7 million, $69.4 million and $44.9 million for the fiscal years ended December 31, 2023, 2022 and 2021 respectively. Interest income earned was $4.2 million for the fiscal year ended December 31, 2023 and less than $0.1 million for both fiscal years ended December 31, 2022 and 2021.

The weighted average effective interest rates on the Company’s outstanding borrowings were 7.7% and 7.0% at December 31, 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.

Equity Incentive Plan - Schedule of Components of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 17,476	$ 16,663	$ 13,784
Operating Expenses
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	2,488	1,130	815
Selling, General and Administrative Expenses
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 14,988	$ 15,533	$ 12,969

Description of Business - Additional Information (Details)	12 Months Ended
	Dec. 31, 2023 Segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	3

Goodwill and Intangible Assets - Estimated Amortization Expense in Future Years (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024	$ 67,131
2025	64,433
2026	57,431
2027	28,523
2028	22,580
Thereafter	60,927
Total	$ 301,025

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

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Numerator:

Net Income (Loss)

$ 57,015

$ 92,475

$ 41,449

Denominator:

Weighted average shares - basic

158,777

152,848

159,983

Common stock equivalents

1,240

6,178

3,795

Weighted average shares - diluted

160,017

159,026

163,778

Net income per share - basic

$ 0.36

$ 0.61

$ 0.26

Net income per share - diluted

$ 0.36

$ 0.5

$ 0.25

Antidilutive shares excluded from diluted net income per share:

Total antidilutive shares excluded

1,029

7,048

13,247

Contingently Issuable Shares

Antidilutive shares excluded from diluted net income per share:

Total antidilutive shares excluded

^[1]

5,000

ASR Shares

Antidilutive shares excluded from diluted net income per share:

Total antidilutive shares excluded

^[2]

566

Private Placement Warrants

Antidilutive shares excluded from diluted net income per share:

Total antidilutive shares excluded

6,667

Non-qualified Stock Options

Antidilutive shares excluded from diluted net income per share:

Total antidilutive shares excluded

222

1,149

1,018

Performance Share Units

Antidilutive shares excluded from diluted net income per share:

Total antidilutive shares excluded

157

130

Restricted Stock Units

Antidilutive shares excluded from diluted net income per share:

Total antidilutive shares excluded

219

742

432

[1]

Contingently issuable shares related to the earn-out agreement as discussed in Note 15, Other Transactions.

[2]

Had the accelerated share repurchase (“ASR”) initiated in the third quarter of 2023 described in Note 12, Stockholders' Equity, been settled as of December 31, 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. The final settlement for the ASR occurred during the first quarter of fiscal year 2024, at which time, the Company received 534,499 additional shares.

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 136,309	$ 105,204
Restricted cash	3,413	3,911
Accounts receivable (net of allowance for credit losses of $18.5 million and $15.9 million at December 31, 2023 and 2022, respectively)	197,824	163,786
Unbilled receivables	37,065	30,782
Inventory	17,966	19,307
Prepaid expenses and other current assets	46,961	39,604
Total current assets	439,538	362,594
Installation and service parts, net	22,895	22,923
Property and equipment, net	123,248	109,775
Operating lease assets	33,523	37,593
Intangible assets, net	301,025	377,420
Goodwill	835,835	833,480
Other non-current assets	33,919	12,484
Total assets	1,789,983	1,756,269
Current liabilities:
Accounts payable	78,749	79,869
Deferred revenue	28,788	31,164
Accrued liabilities	93,119	48,847
Tax receivable agreement liability, current portion	5,098	4,994
Current portion of long-term debt	9,019	21,935
Total current liabilities	214,773	186,809
Long-term debt, net of current portion	1,029,113	1,190,045
Operating lease liabilities, net of current portion	29,124	33,362
Tax receivable agreement liability, net of current portion	48,369	50,900
Private placement warrant liabilities	0	24,066
Asset retirement obligation	14,580	12,993
Deferred tax liabilities, net	18,360	21,149
Other long-term liabilities	14,197	5,875
Total liabilities	1,368,516	1,525,199
Commitments and contingencies (Note 16)
Stockholders' equity
Preferred stock, $0.0001 par value, 1,000 shares authorized with no shares issued and outstanding at December 31, 2023 and 2022
Common stock, $0.0001 par value, 260,000 shares authorized with 166,555 and 148,962 shares issued and outstanding at December 31, 2023 and 2022, respectively	17	15
Common stock contingent consideration	0	36,575
Additional paid-in capital	557,513	305,423
Accumulated deficit	(125,887)	(98,078)
Accumulated other comprehensive loss	(10,176)	(12,865)
Total stockholders' equity	421,467	231,070
Total liabilities and stockholders' equity	$ 1,789,983	$ 1,756,269

Leases

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Leases

The Company’s operating leases primarily consist of office, equipment and vehicle leases expiring at various dates through April 2035. The Company has lease agreements with lease and non-lease components and has elected to account for such components as a single lease component. The Company measures and recognizes contracts containing a lease and determines lease classification at commencement. Right of use operating assets and lease liabilities are measured based on the estimated present value of lease payments over the lease term. In determining the present value of lease payments, the Company uses its estimated incremental borrowing rate when the rate implicit in the lease cannot be readily determined. The estimated incremental borrowing rate is based upon information available at lease commencement including publicly available data for debt instruments. The lease term includes periods covered by options to extend when it is reasonably certain the Company will exercise such options as well as periods subsequent to an option to terminate the lease if it is reasonably certain the Company will not exercise the termination option. Certain of the lease agreements have rent abatement and escalating rental payment provisions. Operating lease costs are recognized on a straight-line basis over the lease term. Variable lease costs are recognized as incurred. The Company’s lease agreements do not contain any material residual value guarantees or restrictive covenants. The Company does not have material short-term leases and does not engage in material subleasing activities.

As of December 31, 2023, operating leases had a remaining weighted average lease term of 8.0 years and operating lease liabilities were measured using a weighted average discount rate of 5.4%. The total operating lease costs for the fiscal years ended December 31, 2023, 2022 and 2021 were $9.5 million, $8.8 million and $7.5 million, respectively. Variable lease costs for fiscal years ended December 31, 2023, 2022 and 2021 were approximately $2.7 million, $1.5 million and $1.4 million, respectively. Finance leases for the Company are not material.

The following is a summary of the operating lease liabilities as of December 31:


($ in thousands)	2023		2022
Operating lease liabilities, net of current portion	$	29,124	$	33,362
Current portion		7,133		6,202
Total operating lease liabilities	$	36,257	$	39,564

The following provides future maturities of operating lease liabilities as of December 31, 2023:


($ in thousands)
2024	$	8,855
2025		6,531
2026		5,030
2027		3,707
2028		3,039
Thereafter		18,160
Total minimum payments		45,322
Less: amount representing interest		(9,065	)
Total	$	36,257

Income Taxes - Schedule of Reconciliation to Income Tax Provision (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Income tax provision at statutory rate	$ 18,270	$ 26,693	$ 14,259
State income taxes, net of federal income tax effect	7,762	8,588	6,748
Tax rate changes/ valuation of deferred tax items	0	0	586
162(m) limitation	1,000	1,766	1,325
Non-deductible expenses	49	30	174
Stock-based compensation	796	(545)	(752)
Unrecognized tax benefits	1,831	1,215	174
Tax impact for change in fair value of warrants	5,243	(3,024)	1,596
Change in valuation allowance	297	1,429	1,435
Non-deductible transaction costs	0	0	1,078
Research and development credits	(1,032)	(517)	(125)
Tax receivable agreement imputed interest	(3,641)	0
Other	(593)	(1,002)	(46)
Total income tax provision	$ 29,982	$ 34,633	$ 26,452

Long-term Debt - Summary of the Company's Long-term Debt (Parenthetical) (Details)	12 Months Ended
	Dec. 31, 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482900/835-30-50-1

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(f))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-3

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69B

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69C

Reference 7: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69F

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
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-Paragraph 1B
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Paragraph 1B
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
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-Paragraph 1B
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-Publisher FASB
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Guarantor/Non-Guarantor Financial Information (Unaudited) - Summary of Consolidated Statements of Cash Flows (Details) - USD ($)
$ in Thousands

12 Months Ended

May 12, 2022

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Cash Flows from Operating Activities:

Net income (loss)

$ 57,015

$ 92,475

$ 41,449

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization

113,067

138,684

116,753

Amortization of deferred financing costs and discounts

4,679

5,472

5,170

Change in fair value of private placement warrants

24,966

(14,400)

7,600

Tax receivable agreement liability adjustment

(3,077)

(720)

(1,016)

Gain on interest rate swap

(320)

(996)

(Gain) Loss on extinguishment of debt

3,533

(3,005)

5,334

Credit loss expense

9,054

14,481

9,588

Deferred income taxes

(27,037)

(17,355)

(10,640)

Stock-based compensation

17,476

16,663

13,784

Impairment on privately-held equity investment

1,340

Other

(359)

(1,654)

(308)

Changes in operating assets and liabilities:

Accounts receivable

(42,459)

(17,685)

14,946

Unbilled receivables

(6,252)

(1,936)

(7,753)

Inventory

1,148

(10,310)

2,798

Prepaid expenses and other assets

(2,161)

4,306

(5,097)

Deferred revenue

(2,400)

4,591

(3,966)

Other liabilities

3,718

(1,435)

(4,383)

Net cash provided by operating activities

206,101

218,337

193,171

Cash Flows from Investing Activities:

Payment of contingent consideration

(647)

Purchases of installation and service parts and property and equipment

(56,985)

(48,186)

(24,998)

Cash proceeds from the sale of assets

332

241

265

Net cash used in investing activities

(58,290)

(48,592)

(475,970)

Cash Flows from Financing Activities:

Repayment of long-term debt

(181,519)

(9,019)

(884,530)

Payment of debt issuance costs

(459)

(447)

(10,646)

Share repurchase and retirement

$ (50,000)

(100,000)

(125,071)

(100,000)

Proceeds from exercise of stock options

5,919

1,334

155

Payment of employee tax withholding related to RSUs and PSUs vesting

(3,142)

(6,524)

(5,691)

Payment of contingent consideration

(205)

Net cash (used in) provided by financing activities

(117,793)

(164,932)

268,722

Effect of exchange rate changes on cash and cash equivalents

589

(130)

(2,383)

Net (decrease) increase in cash, cash equivalents and restricted cash

30,607

4,683

(16,460)

Cash, cash equivalents and restricted cash - beginning of period

109,115

104,432

120,892

Cash, cash equivalents and restricted cash - end of period

139,722

109,115

104,432

Supplemental cash flow information:

Interest paid

86,113

63,663

35,786

Income taxes paid, net of refunds

54,002

47,623

35,774

Supplemental non-cash investing and financing activities:

^[1]

1,173

946

1,397

Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at year-end

$ 5,120

$ 10,421

$ 1,714

[1]	(a) Asset retirement obligations of $3.9 million assumed as part of the Redflex acquisition in 2021 are excluded from these additions.

Employee Benefit Plan - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employee Benefit Plans [Abstract]
Contributions by employer	$ 3.9	$ 2.5	$ 1.9
Employer contribution expense	$ 1.9	$ 1.7	$ 1.1

Commitment and Contingencies

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

16.

Commitments and Contingencies

The Company had $1.9 million of bank guarantees at December 31, 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 December 31, 2023 were $18.0 million. The majority of these outstanding commitments are expected to be incurred in the next twelve months and approximately $2.2 million is expected to be incurred subsequent to December 31, 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. Other than the PlusPass matter discussed below, the Company has determined that resolution of the remaining pending matters is not probable to have a material adverse impact on its consolidated results of operations, cash flows, or financial position.

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 (the “City”) and its safety camera vendor, Redflex Traffic Systems, Inc. in April 2016. The Company acquired Redflex Traffic Systems, Inc. as part of its June 2021 purchase of Redflex Holdings Limited. 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 is expected to occur in mid- to late 2025. Based on the information available to the Company at present, the Company is unable to estimate a reasonably possible 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. In February 2024, Verra Mobility and PlusPass entered into a confidential business arrangement pursuant to which Verra Mobility (i) acquired certain assets from PlusPass and (ii) fully and finally resolved all litigation and disputes between the parties. Verra Mobility accrued $31.5 million for this matter at December 31, 2023, which is presented within selling, general and administrative expenses in the consolidated statements of operations for the year ended December 31, 2023.

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Cash Flows from Operating Activities:

Net income (loss)

$ 57,015

$ 92,475

$ 41,449

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization

113,067

138,684

116,753

Amortization of deferred financing costs and discounts

4,679

5,472

5,170

Change in fair value of private placement warrants

24,966

(14,400)

7,600

Tax receivable agreement liability adjustment

(3,077)

(720)

(1,016)

Gain on interest rate swap

(320)

(996)

(Gain) Loss on extinguishment of debt

3,533

(3,005)

5,334

Credit loss expense

9,054

14,481

9,588

Deferred income taxes

(27,037)

(17,355)

(10,640)

Stock-based compensation

17,476

16,663

13,784

Impairment of long-lived assets and ROU assets

4,280

Impairment on a privately-held equity investment

1,340

Other

359

1,654

308

Changes in operating assets and liabilities:

Accounts receivable

(42,459)

(17,685)

14,946

Unbilled receivables

(6,252)

(1,936)

(7,753)

Inventories

1,148

(10,310)

2,798

Prepaid expenses and other assets

(2,161)

4,306

(5,097)

Deferred revenue

(2,400)

4,591

(3,966)

Accounts payable and other current liabilities

50,512

6,513

8,296

Other liabilities

3,718

(1,435)

(4,383)

Net cash provided by operating activities

206,101

218,337

193,171

Cash Flows from Investing Activities:

Acquisitions, net of cash and restricted cash acquired

(451,237)

Payment of contingent consideration

(647)

Payments for interest rate swap

(1,137)

Purchase of intellectual property

(500)

Purchases of installation and service parts and property and equipment

(56,985)

(48,186)

(24,998)

Cash proceeds from the sale of assets

332

241

265

Net cash used in investing activities

(58,290)

(48,592)

(475,970)

Cash Flows from Financing Activities:

Borrowings on revolver

25,000

Repayment on revolver

(25,000)

Borrowings of long-term debt

1,245,500

Repayment of long-term debt

(181,519)

(9,019)

(884,530)

Payment of debt issuance costs

(459)

(447)

(10,646)

Payment of debt extinguishment costs

(1,066)

Proceeds from the exercise of warrants

161,408

Share repurchase and retirement

(100,000)

(125,071)

(100,000)

Proceeds from exercise of stock options

5,919

1,334

155

Payment of employee tax withholding related to RSUs and PSUs vesting

(3,142)

(6,524)

(5,691)

Payment of contingent consideration

(205)

Net cash (used in) provided by financing activities

(117,793)

(164,932)

268,722

Effect of exchange rate changes on cash and cash equivalents

589

(130)

(2,383)

Net (decrease) increase in cash, cash equivalents and restricted cash

30,607

4,683

(16,460)

Cash, cash equivalents and restricted cash - beginning of period

109,115

104,432

120,892

Cash, cash equivalents and restricted cash - end of period

139,722

109,115

104,432

Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets

Cash and cash equivalents

136,309

105,204

101,283

Restricted cash

3,413

3,911

3,149

Total cash, cash equivalents, and restricted cash

139,722

109,115

104,432

Supplemental cash flow information:

Interest paid

86,113

63,663

35,786

Income taxes paid, net of refunds

54,002

47,623

35,774

Supplemental non-cash investing and financing activities:

Earn-out shares issued to Platinum Stockholder

36,575

^[1]

1,173

946

1,397

Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at year-end

5,120

10,421

1,714

Increase in additional paid-in capital due to exercise of private placement warrants

49,032

Contingent consideration related to NuPark acquisition

$ 0

$ 1,450

[1]	(a) Asset retirement obligations of $3.9 million assumed as part of the Redflex acquisition in 2021 are excluded from these additions.

Long-term Debt - Scheduled Aggregate Future Principal and Interest Payments of Long-term Debt (Details)
$ in Thousands

12 Months Ended

Dec. 31, 2023

USD ($)

Principal

$ 9,019

9,019

9,019

9,019

668,511

350,000

1,054,587

Interest

2024

81,757

^[1]

2025

80,448

^[1]

2026

79,651

^[1]

2027

78,853

^[1]

2027

33,177

^[1]

Thereafter

5,561

^[1]

Total

$ 359,447

^[1]

[1]	The variable interest rate in effect as of December 31, 2023 was used to calculate interest payments for the 2021 Term Loan.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Total revenue	$ 817,310	$ 741,598	$ 550,590
Operating expenses	273,288	226,324	163,370
Selling, general and administrative expenses	198,550	163,133	123,407
Depreciation, amortization and (gain) loss on disposal of assets, net	113,195	140,174	116,801
Total costs and expenses	628,496	576,893	438,724
Income from operations	188,814	164,705	111,866
Interest expense, net	86,701	69,372	44,942
Change in fair value of private placement warrants	24,966	(14,400)	7,600
Tax receivable agreement liability adjustment	(3,077)	(720)	(1,016)
Loss (gain) on interest rate swap	817	(996)	0
Loss (gain) on extinguishment of debt	3,533	(3,005)	5,334
Other income, net	(11,123)	(12,654)	(12,895)
Total other expenses	101,817	37,597	43,965
Income before income taxes	86,997	127,108	67,901
Income tax provision	29,982	34,633	26,452
Net income	57,015	92,475	41,449
Other comprehensive income (loss):
Change in foreign currency translation adjustment	2,689	(7,771)	(5,305)
Total comprehensive income	$ 59,704	$ 84,704	$ 36,144
Net income (loss) per share:
Basic	$ 0.36	$ 0.61	$ 0.26
Diluted	$ 0.36	$ 0.5	$ 0.25
Weighted average shares outstanding:
Basic	158,777	152,848	159,983
Diluted	160,017	159,026	163,778
Service Revenue
Total revenue	$ 783,595	$ 695,218	$ 492,846
Cost of service revenue, excluding depreciation and amortization	18,232	16,330	5,337
Product Sales
Total revenue	33,715	46,380	57,744
Cost of service revenue, excluding depreciation and amortization	$ 25,231	$ 30,932	$ 29,809

Long-term Debt (Tables)

12 Months Ended

Dec. 31, 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 December 31:


($ in thousands)	2023			2022
2021 Term Loan, due 2028	$	704,587		$	886,106
Senior Notes, due 2029		350,000			350,000
Less: original issue discounts		(3,646	)		(5,637	)
Less: unamortized deferred financing costs		(12,809	)		(18,489	)
Total long-term debt		1,038,132			1,211,980
Less: current portion of long-term debt		(9,019	)		(21,935	)
Total long-term debt, net of current portion	$	1,029,113		$	1,190,045

Scheduled Aggregate Future Principal and Interest Payments of Long-term Debt

The following table presents the aggregate principal and interest payments in future years on long-term debt as of December 31, 2023:


($ in thousands)	Principal		Interest (1)
2024	$	9,019	$	81,757
2025		9,019		80,448
2026		9,019		79,651
2027		9,019		78,853
2028		668,511		33,177
Thereafter		350,000		5,561
Total	$	1,054,587	$	359,447

(1) The variable interest rate in effect as of December 31, 2023 was used to calculate interest payments for the 2021 Term Loan.

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


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.

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+ Details

Stockholders' Equity

12 Months Ended

Dec. 31, 2023

Equity [Abstract]

Stockholders' Equity

12.

Stockholders’ Equity

The Company’s Amended and Restated Certificate of Incorporation authorizes the issuance of 261,000,000 shares of capital stock, consisting of (i) 260,000,000 shares of Class A Common Stock, and (ii) 1,000,000 shares of preferred stock, each at par value of $0.0001 per share. The outstanding shares of the Company’s common stock are duly authorized, validly issued, fully paid and non-assessable.

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 Private Placement Warrants and (ii) the remaining Public Warrants. The Warrants had a five-year term and expired in October 2023, unless they were redeemed or exercised prior to expiration. As of December 31, 2023, all Warrants were either exercised by the holder or redeemed by the Company.

During the fiscal year ended December 31, 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 December 31, 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 consolidated statements of operations, refer to the respective section within Note 2, Significant Accounting Policies.

Share Repurchases and Retirement - 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 third quarter of fiscal year 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 occurred on January 12, 2024, at which time, the Company received 534,499 additional shares calculated using a volume-weighted average price over the term of the ASR agreement. 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 year ended December 31, 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.

On October 30, 2023, the Company’s Board of Directors authorized a new share repurchase program for up to an aggregate amount of $100.0 million of its outstanding shares of Class A Common Stock over an 18-month period in open market, ASR or privately negotiated transactions. 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. The Company has not yet repurchased shares under this repurchase program.

Share Repurchases and Retirement - 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 on August 3, 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’s Board of Directors authorized 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 a 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 on November 4, 2022, at which time, the Company received 943,361 additional shares calculated using a volume-weighted average price over the term of the ASR agreement. 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 incurred $0.1 million of direct costs in connection with share repurchase transactions during fiscal year 2022, which it included in the cost of the shares acquired.

The Company paid a total of $125.0 million for shares repurchases and $0.1 million for direct costs during fiscal year 2022 and accounted for the transactions by deducting the par value from the common stock, reducing $15.9 million from additional paid-in capital calculated using an average share price, and by increasing accumulated deficit for the remaining cost of $109.1 million.

- Definition

The entire disclosure for equity.

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+ Details

Long-term Debt - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Debt instrument carrying amount		$ 1,054,587
Offering discount cost		3,646	$ 5,637
Deferred financing costs		12,809	18,489
Early Repayment of Senior Debt		172,500
Repayment of outstanding debt		181,519	9,019	$ 884,530
Outstanding borrowings		$ 704,600
Debt instrument, maturity date	Mar. 24, 2028
DebtInstrument Redemption Description		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 at a redemption price of 105.50%.
Debt instrument interest rate		8.70%
Interest Income Earned		$ 4,200
Interest expense including amortization of deferred financing costs and discounts		86,700	69,400	44,900
Debt instrument charge		3,533	(3,005)	5,334
(Gain) loss on extinguishment of debt		(3,533)	3,005	(5,334)
Debt instrument prepayment penalty		$ 0	$ 0	1,066
Weighted average effective interest rates		7.70%	7.00%
Six Month Credit Spread [Member]
Debt Instrument [Line Items]
Derivative, Average Basis Spread on Variable Rate		0.42826%
2021 Term Loan and Senior Notes [Member] \| Three Month Credit Spread [Member]
Debt Instrument [Line Items]
Derivative, Average Basis Spread on Variable Rate		0.26161%
2021 Term Loan and Senior Notes [Member] \| One Month Credit Spread [Member]
Debt Instrument [Line Items]
Derivative, Average Basis Spread on Variable Rate		0.11448%
2021 Term Loan and Senior Notes [Member] \| Twelve Month Credit Spread [Member]
Debt Instrument [Line Items]
Derivative, Average Basis Spread on Variable Rate		0.71513%
2021 Term Loan, due 2028
Debt Instrument [Line Items]
Debt instrument carrying amount	$ 900,000	$ 704,587	$ 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%
Debt instrument interest rate per annum		3.25%
Debt instrument borrow under new revolver				250,000
Debt instrument charge		$ (3,500)		(5,300)
(Gain) loss on extinguishment of debt		$ 3,500		5,300
2021 Term Loan, due 2028 \| Base Rate
Debt Instrument [Line Items]
Debt instrument interest rate per annum		2.25%
Senior Notes, due 2029
Debt Instrument [Line Items]
Debt instrument carrying amount		$ 350,000	350,000
Deferred financing costs	5,700
Debt instrument, aggregate principal amount	$ 350,000
Debt instrument, maturity date	Apr. 15, 2029
Fixed interest rate		5.50%
Debt instrument, payment terms		payable on April 15 and October 15 of each year.
PPP Loan
Debt Instrument [Line Items]
Debt instrument charge			(3,000)
(Gain) loss on extinguishment of debt			3,000
Loan recieved under PPP					$ 2,900
Revolver
Debt Instrument [Line Items]
Debt instrument available amount to borrow		$ 74,800
Aggregate revolving commitment		75,000
Outstanding borrowings		0	0
Debt instrument borrow under new revolver		74,800
Outstanding letters of credit		$ 200
Debt instrument, periodic payment, interest rate		0.375%
Participation and fronting fees percentage on outstanding letter of credit		1.38%
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 \| Base Rate 0.75%
Debt Instrument [Line Items]
Debt instrument interest rate per annum		0.75%
Revolver \| SOFR 1.75%
Debt Instrument [Line Items]
Debt instrument interest rate per annum		1.75%
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 \| Three Month Credit Spread [Member]
Debt Instrument [Line Items]
Derivative, Average Basis Spread on Variable Rate		0.15%
Revolver \| One Month Credit Spread [Member]
Debt Instrument [Line Items]
Derivative, Average Basis Spread on Variable Rate		0.10%
Revolver \| Six Month Credit Spread [Member]
Debt Instrument [Line Items]
Derivative, Average Basis Spread on Variable Rate		0.25%
Maximum
Debt Instrument [Line Items]
Interest Income Earned			$ 100	$ 100
Maximum \| Senior Notes, due 2029
Debt Instrument [Line Items]
Redemption percentage		40.00%
Maximum \| Senior Notes, due 2029 \| Equity Offerings
Debt Instrument [Line Items]
Redemption percentage		105.50%

Description of Business

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

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 17, Segment Reporting).

The Company’s Commercial Services segment offers toll and violation management solutions for commercial fleet operators by partnering with the leading fleet management and rental car companies in North America. Electronic toll payment services enable drivers of fleet vehicles 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 and commercial fleet customers, including RACs, Direct Fleets and FMCs. In Europe, the Company provides violations processing through Euro Parking Collection plc and consumer tolling services through Pagatelia S.L.U.

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, transaction processing 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.

Income Taxes - Components of Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Accrued expenses and other	$ 12,649	$ 6,255
Allowance for credit losses	7,894	9,108
Net operating loss carryforward	16,489	16,476
Interest expense limitation carryforward	5,656	5,108
Federal and state income tax credits	4,446	4,965
ASC 842 operating lease liabilities	10,005	10,986
R&D Section 174 Capitalization	9,235	3,248
Stock Compensation	2,655	1,995
Tax receivable agreement imputed interest	3,641	0
Transaction costs	305	458
Other	1,252	2,026
Gross deferred tax assets	74,227	60,625
Valuation allowance	(7,011)	(5,263)
Deferred tax assets, net of valuation allowance	67,216	55,362
Deferred tax liabilities:
Intangible assets and transaction costs	(31,663)	(42,206)
Property and equipment	(13,719)	(15,265)
Financing costs	(1,206)	(2,392)
Prepaid assets	(2,255)	(2,269)
ASC 842 operating lease assets	(9,255)	(10,403)
Gross deferred tax liabilities	(58,098)	(72,535)
Total deferred tax liabilities, net	$ (9,118)	$ (17,173)

Asset Retirement Obligations (Parenthetical) (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Regulatory Asset [Line Items]

Asset Retirement Obligation PeriodI ncrease Decrease

$ 400

Asset retirement obligations

^[1]

$ 1,176

$ 944

Redflex Holdings Limited

Regulatory Asset [Line Items]

Asset retirement obligations

$ 3,900

[1]	For the year ended December 31, 2022, this included $0.4 million increase resulting from a change in estimate for the impact of inflation.

Net Income Per Share

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Net Income Per Share

10.

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:


	For the Year Ended December 31,
(In thousands, except per share data)	2023		2022		2021
Numerator:
Net income	$	57,015	$	92,475	$	41,449
Denominator:
Weighted average shares - basic		158,777		152,848		159,983
Common stock equivalents		1,240		6,178		3,795
Weighted average shares - diluted		160,017		159,026		163,778
Net income per share - basic	$	0.36	$	0.61	$	0.26
Net income per share - diluted	$	0.36	$	0.50	$	0.25
Antidilutive shares excluded from diluted net income per share:
Contingently issuable shares (1)		—		5,000		5,000
ASR shares (2)		566		—		—
Private placement warrants		—		—		6,667
Non-qualified stock options		222		1,149		1,018
Performance share units		22		157		130
Restricted stock units		219		742		432
Total antidilutive shares excluded		1,029		7,048		13,247

(1) Contingently issuable shares related to the earn-out agreement as discussed in Note 15, Other Transactions.

Other Transactions

12 Months Ended

Dec. 31, 2023

Other Significant Transactions

15.

Other Transactions

Tax Receivable Agreement

At the closing of the Business Combination, the Company entered into the Tax Receivable Agreement (“Tax Receivable Agreement”) 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 agreement. The Tax Receivable Agreement generally 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 December 31, 2023, the Tax Receivable Agreement liability was approximately $53.5 million of which $5.1 million was the current portion and $48.4 million was the non-current portion, both of which are included in the respective tax receivable agreement liability line items on the consolidated balance sheets. During the fourth quarter, the Company made a tax settlement payment for $5.6 million recorded in other income, net related to a previous acquisition which was partially offset by a $5.0 million reduction to the liability per the terms of the Tax Receivable Agreement.

The Company recorded a gain of approximately $3.1 million in fiscal year 2023 as a result of tax settlement adjustments related to a previous acquisition. The Company recorded a gain of $0.7 million in fiscal year 2022 as a result of 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. At December 31, 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
-SubTopic 220
-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

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

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Accounts Notes And Loans Receivable [Line Items]

Balance

$ 15,907

$ 12,138

Credit loss expense

9,054

14,481

$ 9,588

Write-offs, net of recoveries

(6,448)

(10,712)

Balance

18,513

15,907

12,138

Commercial Services (Driver Billed)

Accounts Notes And Loans Receivable [Line Items]

Balance

^[1]

9,600

5,397

Credit loss expense

^[1]

11,066

11,739

Write-offs, net of recoveries

^[1]

(6,940)

(7,536)

Balance

^[1]

13,726

9,600

5,397

Commercial Services (All Other)

Accounts Notes And Loans Receivable [Line Items]

Balance

1,577

3,092

Credit loss expense

1,307

Write-offs, net of recoveries

(271)

(2,822)

Balance

1,935

1,577

3,092

Government Solutions

Accounts Notes And Loans Receivable [Line Items]

Balance

4,573

3,649

Credit loss expense

(1,953)

950

Write-offs, net of recoveries

(194)

(26)

Balance

2,426

4,573

3,649

Parking Solutions

Accounts Notes And Loans Receivable [Line Items]

Balance

157

Credit loss expense

(146)

485

Write-offs, net of recoveries

(415)

(328)

Balance

$ 426

$ 157

$ 0

[1]	Driver-billed consists of receivables from drivers of rental cars 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.

Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Accrued legal settlement	$ 31,500	$ 0
Accrued salaries and wages	27,905	19,109
Current deferred tax liabilities	7,574	7,559
Current portion of operating lease liabilities	7,133	6,355
Accrued interest payable	4,594	4,459
Payroll liabilities	3,214	2,136
Restricted cash due to customers	2,835	3,541
Advanced deposits	2,308	1,029
Self-insurance liability	1,802	858
Current portion of interest rate swap liability	0	977
Other	4,254	2,824
Total accrued liabilities	$ 93,119	$ 48,847

Asset Retirement Obligation

12 Months Ended

Dec. 31, 2023

Asset Retirement Obligation Disclosure [Abstract]

Asset Retirement Obligation

Asset Retirement Obligations

The following summarizes the changes in the Company’s asset retirement obligations for the years ended December 31:



($ in thousands)	2023			2022
Asset retirement obligations, beginning balance	$	12,993		$	11,824
Liabilities incurred (a)		1,176			944
Accretion expense		760			445
Liabilities settled		(349	)		(220	)
Asset retirement obligations, ending balance	$	14,580		$	12,993

(a) For the year ended December 31, 2022, this included $0.4 million increase resulting from a change in estimate for the impact of inflation.

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands		12 Months Ended
	Aug. 16, 2022	Dec. 31, 2023	Dec. 31, 2022
Income Tax [Line Items]
Excise Tax	1.00%
Deferred tax assets, valuation allowance		$ 7,011	$ 5,263
Tax credits		$ 4,200	5,600
Tax credits, expiration start year		2025
Unrecognized tax benefits, if recognized		$ 8,700
Accrued interest and penalties			500
Unrecognized Deferred Tax Liability		800
Deferred Tax Assets, Operating Loss Carryforwards		16,489	16,476
Other non-current assets
Income Tax [Line Items]
Deferred tax assets		27,500	4,000
State
Income Tax [Line Items]
Deferred tax assets, valuation allowance		7,000	5,300
Federal and State
Income Tax [Line Items]
Operating loss carryforwards		118,000	$ 124,400
Deferred Tax Assets, Operating Loss Carryforwards		$ 17,700
Earliest \| State
Income Tax [Line Items]
Income tax examination, year under examination		2018
Latest \| State
Income Tax [Line Items]
Income tax examination, year under examination		2020
Maximum
Income Tax [Line Items]
Unrecognized tax benefits, income tax penalties and interest expense		$ 700
Accrued interest and penalties		$ 1,200
Minimum
Income Tax [Line Items]
Additional tax due to inflation reduction act	15.00%

Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Depreciation expense	$ 35.2	$ 32.2	$ 26.8

Long-term Debt - Schedule of Consolidated First Lien Net Leverage Ratio and Applicable Prepayment Percentage (Details) - 2021 Term Loan, due 2028	12 Months Ended
	Dec. 31, 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

Income Taxes - Schedule of Income Tax Provision (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Current Federal	$ 38,109	$ 34,071	$ 25,361
Current State	15,794	14,779	10,523
Current Foreign	3,113	1,777	160
Total current	57,016	50,627	36,044
Deferred Federal	(16,522)	(8,069)	(7,434)
Deferred State	(6,335)	(4,863)	(1,627)
Deferred Foreign	(4,177)	(3,062)	(531)
Total deferred	(27,034)	(15,994)	(9,592)
Total income tax provision	$ 29,982	$ 34,633	$ 26,452

Leases (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Summary of Operating Lease Assets and Liabilities

The following is a summary of the operating lease liabilities as of December 31:


($ in thousands)	2023		2022
Operating lease liabilities, net of current portion	$	29,124	$	33,362
Current portion		7,133		6,202
Total operating lease liabilities	$	36,257	$	39,564

Summary of Future Maturities of Operating Lease Liabilities

The following provides future maturities of operating lease liabilities as of December 31, 2023:


($ in thousands)
2024	$	8,855
2025		6,531
2026		5,030
2027		3,707
2028		3,039
Thereafter		18,160
Total minimum payments		45,322
Less: amount representing interest		(9,065	)
Total	$	36,257

Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid services	$ 10,496	$ 9,171
Prepaid tolls	9,174	9,978
Prepaid income taxes	9,830	4,629
Prepaid computer maintenance	6,775	5,492
Costs to fulfill a customer contract	5,852	3,193
Deposits	2,322	2,057
Prepaid insurance	1,755	3,112
Other	757	1,972
Total prepaid expenses and other current assets	$ 46,961	$ 39,604

Employee Benefit Plan

12 Months Ended

Dec. 31, 2023

Employee Benefit Plans [Abstract]

Employee Benefit Plan

14.

Employee Benefit Plan

The Company has a 401(k) plan that covers U.S. employees who meet certain eligibility requirements. Covered employees may elect to have a portion of their compensation withheld up to the statutory limit. The 401(k) plan includes a company match that vests immediately. The Company made employer contributions of $3.9 million, $2.5 million and $1.9 million during the fiscal years ended December 31, 2023, 2022 and 2021, respectively.

The Company also makes superannuation contributions for eligible non-U.S. based employees in accordance with the employer contribution rate set by the applicable country. The expense related to these contributions was $1.9 million, $1.7 million and $1.1 million during the fiscal years ended December 31, 2023, 2022 and 2021, respectively.

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

12 Months Ended

Dec. 31, 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.

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Allowance for credit losses	$ 18,513	$ 15,907
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
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	260,000,000	260,000,000
Common stock, shares issued	166,555,000	148,962,000
Common stock, shares outstanding	166,555,000	148,962,000

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2023	Dec. 31, 2022	Feb. 23, 2024	Jun. 30, 2023
Cover [Abstract]
Entity Registrant Name	VERRA MOBILITY CORPORATION
Entity Central Index Key	0001682745
Document Type	10-K
Document Period End Date	Dec. 31, 2023
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Current Reporting Status	Yes
Entity File Number	001-37979
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
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Trading Symbol	VRRM
Entity Common Stock, Shares Outstanding			166,020,564
Entity Interactive Data Current	Yes
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Security Exchange Name	NASDAQ
Entity Incorporation, State or Country Code	DE
Document Annual Report	true
Document Transition Report	false
Entity Voluntary Filers	No
Entity Well Known Seasoned Issuer	Yes
Entity Public Float				$ 3,271,177,915
ICFR Auditor Attestation Flag	true
Documents Incorporated by Reference	Portions of the registrant’s proxy statement to be filed in connection with its annual meeting of stockholders to be held May 21, 2024 are incorporated by reference into Part III of this Form 10-K
Auditor Name	Deloitte & Touche LLP	Ernst & Young LLP
Auditor Location	Tempe, Arizona	Phoenix, Arizona
Auditor Firm ID	34	42
Document Financial Statement Error Correction [Flag]	false

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of Income Before Income Taxes

Income before income taxes consisted of the following:


	For the Year Ended December 31,
($ in thousands)	2023			2022			2021
U.S.	$	92,425		$	140,858		$	77,101
Foreign		(5,428	)		(13,750	)		(9,200	)
Total income before incomes taxes	$	86,997		$	127,108		$	67,901

Schedule of Income Tax Provision

The income tax provision consisted of the following:


	For the Year Ended December 31,
($ in thousands)	2023			2022			2021
Current
Federal	$	38,109		$	34,071		$	25,361
State		15,794			14,779			10,523
Foreign		3,113			1,777			160
Total current		57,016			50,627			36,044
Deferred
Federal		(16,522	)		(8,069	)		(7,434	)
State		(6,335	)		(4,863	)		(1,627	)
Foreign		(4,177	)		(3,062	)		(531	)
Total deferred		(27,034	)		(15,994	)		(9,592	)
Income tax provision	$	29,982		$	34,633		$	26,452

Schedule of Reconciliation to Income Tax Provision

A reconciliation to the income tax provision from the amounts computed by applying the statutory U.S. federal income tax rate is as follows:


	For the Year Ended December 31,
($ in thousands)	2023			2022			2021
Income tax provision at statutory rate	$	18,270		$	26,693		$	14,259
State income taxes, net of federal income tax effect		7,762			8,588			6,748
Tax rate changes/ valuation of deferred tax items		—			—			586
162(m) limitation		1,000			1,766			1,325
Non-deductible expenses		49			30			174
Stock-based compensation		796			(545	)		(752	)
Unrecognized tax benefits		1,831			1,215			174
Tax impact for change in fair value of warrants		5,243			(3,024	)		1,596
Change in valuation allowance		297			1,429			1,435
Non-deductible transaction costs		—			—			1,078
Research and development credits		(1,032	)		(517	)		(125	)
Tax receivable agreement imputed interest		(3,641	)		—			—
Other		(593	)		(1,002	)		(46	)
Total income tax provision	$	29,982		$	34,633		$	26,452

Components of Deferred Income Tax Assets and Liabilities

Significant components of the Company’s deferred income tax assets and liabilities consist of the following at December 31:


($ in thousands)	2023			2022
Deferred tax assets:
Accrued expenses and other	$	12,649		$	6,255
Allowance for credit losses		7,894			9,108
Net operating loss carryforward		16,489			16,476
Interest expense limitation carryforward		5,656			5,108
Federal and state income tax credits		4,446			4,965
ASC 842 operating lease liabilities		10,005			10,986
R&D Section 174 capitalization		9,235			3,248
Stock compensation		2,655			1,995
Tax receivable agreement imputed interest		3,641			—
Transaction costs		305			458
Other		1,252			2,026
Gross deferred tax assets		74,227			60,625
Valuation allowance		(7,011	)		(5,263	)
Deferred tax assets, net of valuation allowance		67,216			55,362
Deferred tax liabilities:
Intangible assets and transaction costs		(31,663	)		(42,206	)
Property and equipment		(13,719	)		(15,265	)
Financing costs		(1,206	)		(2,392	)
Prepaid assets		(2,255	)		(2,269	)
ASC 842 operating lease assets		(9,255	)		(10,403	)
Gross deferred tax liabilities		(58,098	)		(72,535	)
Total deferred tax assets (liabilities), net	$	9,118		$	(17,173	)

As of December 31, 2023 and 2022, the Company presented $27.5 million and $4.0 million, respectively, of deferred tax assets, net, to reflect U.S. entity deferred taxes within other non-current assets in the Company's consolidated balance sheets.

As of December 31, 2023, the Company has provided income taxes on the earnings of foreign subsidiaries, except to the extent such earnings are considered indefinitely reinvested. The amount of the unrecognized deferred tax liability related to these temporary differences is approximately $0.8 million.

Summary of Activity Related to Unrecognized Tax Benefits

The following table summarizes the activity related to the Company’s unrecognized tax benefits as of December 31:


($ in thousands)	2023			2022
Balance at the beginning of the year	$	10,675		$	2,878
Increases/(decreases) related to current year tax positions		5,401			8,076
Increases/(decreases) related to prior year tax positions		592			(132	)
Expiration due to statute of limitations		(511	)		(147	)
Balance at the end of the year	$	16,157		$	10,675

Equity Incentive Plan - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares authorized	15,864,000
Aggregate Common stock available for future grants	5,000,000
Proceeds from exercise of stock options	$ 5,919	$ 1,334	$ 155
Tax benefits attributable to stock-based compensation	$ 3,300	$ 4,600	$ 4,600
Employee Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock granted vesting period	4 years
Stock based compensation expense, weighted average period of recognition	1 year 9 months 18 days
Contractual term	10 years
Weighted Average Grant Date Fair Value	$ 8.08	$ 6.66	$ 6.47
Proceeds from exercise of stock options	$ 5,900	$ 1,300	$ 200
Unrecognized stock based compensation expense	$ 3,400
2018 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Aggregate Common stock available for future grants	7,110,881
2018 Equity Incentive Plan \| RSU
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock granted vesting period	4 years
Fair value of vested stock units	$ 7,200	11,400	10,600
Unrecognized stock based compensation expense	$ 25,500
Stock based compensation expense, weighted average period of recognition	2 years 7 months 6 days
2018 Equity Incentive Plan \| PSU
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Fair value of vested stock units	$ 1,400	$ 0	$ 0
Unrecognized stock based compensation expense	$ 18,900
Stock based compensation expense, weighted average period of recognition	3 years 1 month 6 days
2018 Equity Incentive Plan \| PSU \| Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of conversion ranges	0.00%
2018 Equity Incentive Plan \| PSU \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of conversion ranges	150.00%

Property and Equipment, Net

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

Property and equipment, net, consists of the following at December 31:


($ in thousands)	2023			2022
Equipment	$	159,151		$	122,507
Software		37,415			30,288
Leasehold improvements		10,031			9,806
Computer equipment		21,415			20,274
Furniture		2,651			2,648
Automobiles		14,422			12,933
Construction in progress		17,781			19,357
Property and equipment		262,866			217,813
Less: accumulated depreciation		(139,618	)		(108,038	)
Property and equipment, net	$	123,248		$	109,775

Depreciation expense was $35.2 million, $32.2 million and $26.8 million for the fiscal years ended December 31, 2023, 2022 and 2021, respectively.

Acquisitions - Summary of Allocation of Preliminary Purchase Consideration (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Liabilities assumed
Goodwill	$ 835,835	$ 833,480	$ 838,867

- Definition

+ References + Details

Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 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.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with a remaining maturity of three months or less when acquired to be cash equivalents.

Restricted Cash

Concentration of Credit Risk


	For the Year Ended December 31,
	2023			2022			2021
City of New York Department of Transportation		16.9	%		19.5	%		26.6	%

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


	For the Year Ended December 31,
	2023			2022			2021
Hertz Corporation		11.8	%		11.1	%		12.6	%
Avis Budget Group, Inc.		13.6	%		13.0	%		12.3	%
Enterprise Mobility		10.4	%		9.3	%		11.4	%

The Avis Budget Group, Inc. was 10% of total accounts receivable, net as of December 31, 2022. No Commercial Services customer exceeded 10% of total accounts receivable, net as of December 31, 2023.

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

Allowance for Credit Losses


($ 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		11,739			1,307			950			485			14,481
Write-offs, net of recoveries		(7,536	)		(2,822	)		(26	)		(328	)		(10,712	)
Balance at December 31, 2022	$	9,600		$	1,577		$	4,573		$	157		$	15,907
Credit loss expense (income)		11,066			87			(1,953	)		(146	)		9,054
Write-offs, net of recoveries		(6,940	)		271			(194	)		415			(6,448	)
Balance at December 31, 2023	$	13,726		$	1,935		$	2,426		$	426		$	18,513

(1)

Inventory

Installation and Service Parts

equipment upon initiation of construction and subsequently placed in service. Installation and service parts used in repairs and maintenance are recorded as operating expenses.

Property and Equipment


Equipment installed at customer sites		3-7 years
Computer equipment		3-5 years
Furniture		3-10 years
Automobiles		3-7 years
Software		3-7 years
Leasehold improvements		Shorter of lease term or estimated useful life

Investment in Privately-held Securities

Goodwill

Intangible Assets

Impairment of Long-Lived Assets

Self-Insurance

Warrants

Interest Rate Swap

Fair Value of Financial Instruments

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


	Level in	December 31, 2023				December 31, 2022
	Fair Value	Carrying		Estimated		Carrying		Estimated
($ in thousands)	Hierarchy	Amount		Fair Value		Amount		Fair Value
2021 Term Loan	2	$	691,821	$	709,872	$	866,365	$	883,891
Senior Notes	2		346,311		335,125		345,615		313,250


	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	$	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:


($ in thousands)	December 31, 2023			December 31, 2022
Beginning balance	$	24,066		$	38,466
Change in fair value of private placement warrants		24,966			(14,400	)
Exercise of warrants		(49,032	)		—
Ending balance	$	—		$	24,066


($ in thousands)	December 31, 2023			December 31, 2022
Prepaid expenses and other current assets
Beginning balance	$	—		$	—
Change in fair value of interest rate swap		689			—
Ending balance	$	689		$	—

Other non-current assets
Beginning balance	$	1,973		$	—
Change in fair value of interest rate swap		(1,346	)		1,973
Ending balance	$	627		$	1,973

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

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).

Asset Retirement Obligations

Deferred Financing Costs

Income Taxes

Stock-based Compensation

The following represents our weighted average assumptions for stock options and PSUs granted for the respective periods:


	For the Year Ended December 31,
	2023			2022			2021
Stock options
Weighted average expected volatility		38.5	%		45.1	%		47.7	%
Weighted average risk-free interest rate		4.28	%		2.94	%		0.94	%
PSUs
Weighted average expected volatility		43.8	%		48.0	%		50.4	%
Weighted average risk-free interest rate		4.29	%		2.78	%		0.33	%

Revenue Recognition

Nature of Goods and Services

The following is a description of principal activities, separated by reportable segments, from which the Company generates revenue:

•

Remaining Performance Obligations

Recent Accounting Pronouncements

Accounting Standards Adopted

Accounting Standards Not Yet Adopted

Income Taxes - Summary of Activity Related to Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Balance at the beginning of the year	$ 10,675	$ 2,878
Increases/(decreases) related to current year tax positions	5,401	8,076
Increases/(decreases) related to prior year tax positions	592	132
Expiration due to statute of limitations	(511)	(147)
Balance at the end of the year	$ 16,157	$ 10,675

CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Asset retirement obligations

^[1]

$ 1,176

$ 944

Redflex Holdings Limited

Asset retirement obligations

$ 3,900

[1]	For the year ended December 31, 2022, this included $0.4 million increase resulting from a change in estimate for the impact of inflation.

Prepaid Expenses and Other Current Assets

12 Months Ended

Dec. 31, 2023

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following at December 31:


($ in thousands)	2023		2022
Prepaid services	$	10,496	$	9,171
Prepaid tolls		9,174		9,978
Prepaid income taxes		9,830		4,629
Prepaid computer maintenance		6,775		5,492
Costs to fulfill a customer contract		5,852		3,193
Deposits		2,322		2,057
Prepaid insurance		1,755		3,112
Other		757		1,972
Total prepaid expenses and other current assets	$	46,961	$	39,604

Subsequent Events

12 Months Ended

Dec. 31, 2023

Subsequent Events [Abstract]

Subsequent Events

18. Subsequent Events

Third Amendment to 2021 Term Loan

As discussed in the Current Report on 8-K filed with the SEC on February 8, 2024, the Company amended the 2021 Term Loan agreement to refinance the entire outstanding amount under the 2021 Term Loan (the “Third Amendment”) in February 2024 and incurred new Term B-2 Loans (the “New Term Loans”) in the aggregate principal amount of $704.6 million. The proceeds from the New Term Loans were used in their entirety to prepay in full the then outstanding principal amount of the existing term loan under the 2021 Term Loan agreement. In connection with the Third Amendment, the interest rate on the approximately $704.6 million outstanding balance of the New Term Loans was reduced by 50 basis points to SOFR + 2.75% from SOFR + 3.25% with the SOFR floor unchanged at 0.00%. In addition, the credit spread adjustment, which was priced at 0.115% was also eliminated, resulting in a total savings of 61.5 basis points. The New Term Loans will be subject to a prepayment premium of 1.00% of the principal amount repaid for any voluntary prepayment or mandatory prepayment with proceeds of debt that has a lower effective yield than the New Term Loans or any amendment to the New Term Loans that reduces the interest rate thereon, in each case, to the extent occurring within six months of the effective date of the Amendment. The maturity date for the 2021 Term Loan agreement remains March 24, 2028, and no changes were made to the financial covenants or other debt repayment terms.

PlusPass Business Arrangement

On February 8, 2024, the Company and PlusPass entered into a confidential business arrangement (pursuant to which the Company will pay PlusPass $31.5 million to (i) acquire certain assets from PlusPass and (ii) fully and finally resolve the previously disclosed litigation in the United States District Court, Central District of California. Prior developments in the PlusPass litigation are discussed in the Legal Proceedings section of this Annual Report and in the Company’s previously filed annual reports on Form 10-K and quarterly reports on Form 10-Q.

Long-term Debt - Summary of Senior Notes Redemption Prices Set Forth in Percentages by Year (Details) - Senior Notes, due 2029	12 Months Ended
	Dec. 31, 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%

Asset Retirement Obligation - Schedule of Changes in Asset Retirement Obligation (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Asset Retirement Obligation Disclosure [Abstract]

Asset retirement obligation, beginning balance

$ 12,993

$ 11,824

Liabilities incurred

^[1]

1,176

944

Accretion expense

760

445

Liabilities settled

(349)

(220)

Asset retirement obligation, ending balance

$ 14,580

$ 12,993

[1]	For the year ended December 31, 2022, this included $0.4 million increase resulting from a change in estimate for the impact of inflation.

Significant Accounting Policies - Estimated Useful Lives of Property and Equipment (Details)	12 Months Ended
	Dec. 31, 2023
Equipment \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	3 years
Equipment \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	7 years
Computer Equipment \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	3 years
Computer Equipment \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	5 years
Furniture \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	3 years
Furniture \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	10 years
Automobiles \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	3 years
Automobiles \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	7 years
Software \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	3 years
Software \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	7 years
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	Shorter of lease term or estimated useful life

Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 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:


	For the Year Ended December 31,
	2023			2022			2021
City of New York Department of Transportation		16.9	%		19.5	%		26.6	%

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


	For the Year Ended December 31,
	2023			2022			2021
Hertz Corporation		11.8	%		11.1	%		12.6	%
Avis Budget Group, Inc.		13.6	%		13.0	%		12.3	%
Enterprise Mobility		10.4	%		9.3	%		11.4	%

Summary of Accounts Receivable, Net and Activity in Allowance for Credit Losses by Portfolio Segment


($ 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		11,739			1,307			950			485			14,481
Write-offs, net of recoveries		(7,536	)		(2,822	)		(26	)		(328	)		(10,712	)
Balance at December 31, 2022	$	9,600		$	1,577		$	4,573		$	157		$	15,907
Credit loss expense (income)		11,066			87			(1,953	)		(146	)		9,054
Write-offs, net of recoveries		(6,940	)		271			(194	)		415			(6,448	)
Balance at December 31, 2023	$	13,726		$	1,935		$	2,426		$	426		$	18,513

(1)

Estimated Useful Lives of Property and Equipment


Equipment installed at customer sites		3-7 years
Computer equipment		3-5 years
Furniture		3-10 years
Automobiles		3-7 years
Software		3-7 years
Leasehold improvements		Shorter of lease term or estimated useful life

Carrying Value and Estimated Fair Value

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


	Level in	December 31, 2023				December 31, 2022
	Fair Value	Carrying		Estimated		Carrying		Estimated
($ in thousands)	Hierarchy	Amount		Fair Value		Amount		Fair Value
2021 Term Loan	2	$	691,821	$	709,872	$	866,365	$	883,891
Senior Notes	2		346,311		335,125		345,615		313,250

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

The fair value of the Private Placement Warrant liabilities was measured on a recurring basis and was estimated using the Black-Scholes option pricing model using significant unobservable inputs, primarily related to estimated volatility, and was therefore classified within level 3 of the fair value hierarchy. The key assumptions used 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	$	3.61

Summary of Changes in Private Placement Warrant Liabilities

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:


($ in thousands)	December 31, 2023			December 31, 2022
Beginning balance	$	24,066		$	38,466
Change in fair value of private placement warrants		24,966			(14,400	)
Exercise of warrants		(49,032	)		—
Ending balance	$	—		$	24,066

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)	December 31, 2023			December 31, 2022
Prepaid expenses and other current assets
Beginning balance	$	—		$	—
Change in fair value of interest rate swap		689			—
Ending balance	$	689		$	—

Other non-current assets
Beginning balance	$	1,973		$	—
Change in fair value of interest rate swap		(1,346	)		1,973
Ending balance	$	627		$	1,973

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

Schedule of Weighted average assumptions for stock options and PSUs granted

The following represents our weighted average assumptions for stock options and PSUs granted for the respective periods:


	For the Year Ended December 31,
	2023			2022			2021
Stock options
Weighted average expected volatility		38.5	%		45.1	%		47.7	%
Weighted average risk-free interest rate		4.28	%		2.94	%		0.94	%
PSUs
Weighted average expected volatility		43.8	%		48.0	%		50.4	%
Weighted average risk-free interest rate		4.29	%		2.78	%		0.33	%

Income Taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

11.

Income Taxes

On August 16, 2022, the U.S. government enacted the Inflation Reduction Act of 2022, which was effective January 1, 2023 and contained provisions implementing a 15% minimum corporate income tax on book income of certain large corporations, a 1% excise tax on net stock repurchases and several tax incentives to promote clean energy. The enacted provisions did not have a material impact on the Company’s consolidated financial statements for the years ended December 31, 2023 and 2022.

Income before income taxes consisted of the following:


	For the Year Ended December 31,
($ in thousands)	2023			2022			2021
U.S.	$	92,425		$	140,858		$	77,101
Foreign		(5,428	)		(13,750	)		(9,200	)
Total income before incomes taxes	$	86,997		$	127,108		$	67,901

The income tax provision consisted of the following:


	For the Year Ended December 31,
($ in thousands)	2023			2022			2021
Current
Federal	$	38,109		$	34,071		$	25,361
State		15,794			14,779			10,523
Foreign		3,113			1,777			160
Total current		57,016			50,627			36,044
Deferred
Federal		(16,522	)		(8,069	)		(7,434	)
State		(6,335	)		(4,863	)		(1,627	)
Foreign		(4,177	)		(3,062	)		(531	)
Total deferred		(27,034	)		(15,994	)		(9,592	)
Income tax provision	$	29,982		$	34,633		$	26,452

A reconciliation to the income tax provision from the amounts computed by applying the statutory U.S. federal income tax rate is as follows:


	For the Year Ended December 31,
($ in thousands)	2023			2022			2021
Income tax provision at statutory rate	$	18,270		$	26,693		$	14,259
State income taxes, net of federal income tax effect		7,762			8,588			6,748
Tax rate changes/ valuation of deferred tax items		—			—			586
162(m) limitation		1,000			1,766			1,325
Non-deductible expenses		49			30			174
Stock-based compensation		796			(545	)		(752	)
Unrecognized tax benefits		1,831			1,215			174
Tax impact for change in fair value of warrants		5,243			(3,024	)		1,596
Change in valuation allowance		297			1,429			1,435
Non-deductible transaction costs		—			—			1,078
Research and development credits		(1,032	)		(517	)		(125	)
Tax receivable agreement imputed interest		(3,641	)		—			—
Other		(593	)		(1,002	)		(46	)
Total income tax provision	$	29,982		$	34,633		$	26,452

Significant components of the Company’s deferred income tax assets and liabilities consist of the following at December 31:


($ in thousands)	2023			2022
Deferred tax assets:
Accrued expenses and other	$	12,649		$	6,255
Allowance for credit losses		7,894			9,108
Net operating loss carryforward		16,489			16,476
Interest expense limitation carryforward		5,656			5,108
Federal and state income tax credits		4,446			4,965
ASC 842 operating lease liabilities		10,005			10,986
R&D Section 174 capitalization		9,235			3,248
Stock compensation		2,655			1,995
Tax receivable agreement imputed interest		3,641			—
Transaction costs		305			458
Other		1,252			2,026
Gross deferred tax assets		74,227			60,625
Valuation allowance		(7,011	)		(5,263	)
Deferred tax assets, net of valuation allowance		67,216			55,362
Deferred tax liabilities:
Intangible assets and transaction costs		(31,663	)		(42,206	)
Property and equipment		(13,719	)		(15,265	)
Financing costs		(1,206	)		(2,392	)
Prepaid assets		(2,255	)		(2,269	)
ASC 842 operating lease assets		(9,255	)		(10,403	)
Gross deferred tax liabilities		(58,098	)		(72,535	)
Total deferred tax assets (liabilities), net	$	9,118		$	(17,173	)

In accordance with ASC 740, Income Taxes, deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax assets will not be realized. The realization of deferred tax assets can be affected by, among other things, the nature, frequency and severity of current and cumulative losses, forecasts of future profitability, limitations on the use of acquired tax attributes due to an ownership change under IRC section 382, the length of statutory carryforward periods, the Company’s experience with utilizing operating losses and tax credit carryforwards by jurisdiction, and tax planning alternatives and strategies that may be available.

The Company performed an analysis of the reversal of the deferred tax assets and considered the overall business environment, historical earnings, the outlook for future years and the impact of limitations on the use of acquired tax attributes due to an ownership change under IRC section 382. The Company determined that it is more likely than not that the benefit from certain foreign net operating loss carryforwards will not be realized as of the years ended December 31, 2023 and 2022, and as such provided a valuation allowance of $7.0 million and $5.3 million, respectively. The valuation allowance could be adjusted in future periods if estimates of future taxable income during the carryforward period are increased or if objective negative evidence in the form of cumulative losses is no longer present.

The net operating loss carryforwards represent $118.0 million and $124.4 million of federal, state and foreign net operating losses at December 31, 2023 and 2022, respectively. The federal net operating loss carryforward at December 31, 2023 consists of $17.7 million of losses that were generated after 2017 with no expiration date. The Company also has certain tax credits of $4.2 million and $5.6 million at December 31, 2023 and 2022, respectively, which if unused will begin to expire in 2025.

The following table summarizes the activity related to the Company’s unrecognized tax benefits as of December 31:


($ in thousands)	2023			2022
Balance at the beginning of the year	$	10,675		$	2,878
Increases/(decreases) related to current year tax positions		5,401			8,076
Increases/(decreases) related to prior year tax positions		592			(132	)
Expiration due to statute of limitations		(511	)		(147	)
Balance at the end of the year	$	16,157		$	10,675

Included in the balance of unrecognized tax benefits as of December 31, 2023 were $8.7 million of tax benefits that, if recognized, would impact the effective tax rate. The Company does not expect its unrecognized tax benefits to change significantly over the next 12 months.

The Company recognizes interest and penalties related to unrecognized tax benefits as income tax expense. The Company recognized $0.7 million for fiscal year 2023 and $0.5 million for fiscal year 2022 in interest and penalties. The Company had accrued interest and penalties of $1.2 million and $0.5 million at December 31, 2023 and 2022, respectively. The Company accounts for uncertain tax positions by recognizing the financial statement effects of a tax position only when, based on technical merits, it is more likely than not that the tax position will be sustained under examination.

The Company is subject to examination by the Internal Revenue Service and taxing authorities in various jurisdictions. The Company files U.S. federal and various foreign income tax returns which are subject to examination by the taxing authorities in the respective jurisdictions, generally for three or four years after they are filed. The Company’s state income tax returns are generally no longer subject to income tax examination by tax authorities prior to 2019; however, the Company’s net operating loss carryforwards and research credit carryforwards arising prior to that year are subject to adjustment. The Company is currently under audit by various state tax jurisdictions for the years 2018 through 2020; however, no material adjustments are anticipated. The Company regularly assesses the likelihood of tax deficiencies in each of the tax jurisdictions and, accordingly, makes appropriate adjustments to the tax provision as deemed necessary.

- 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

Significant Accounting Policies - Carrying Value and Estimated Fair Value (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Summary Of Significant Accounting Principles And Policies [Line Items]
Debt instrument carrying amount	$ 1,054,587
Carrying Amount \| Level 2 \| Senior Notes
Summary Of Significant Accounting Principles And Policies [Line Items]
Debt instrument carrying amount	346,311	$ 345,615
Carrying Amount \| Level 2 \| 2021 Term Loan
Summary Of Significant Accounting Principles And Policies [Line Items]
Debt instrument carrying amount	691,821	866,365
Estimated Fair Value \| Level 2 \| Senior Notes
Summary Of Significant Accounting Principles And Policies [Line Items]
Debt Instrument, Estimated Fair Value	335,125	313,250
Estimated Fair Value \| Level 2 \| 2021 Term Loan
Summary Of Significant Accounting Principles And Policies [Line Items]
Debt Instrument, Estimated Fair Value	$ 709,872	$ 883,891

Significant Accounting Policies - Summary of Changes in Private Placement Warrant Liabilities Included in Net Income (Loss) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	$ 24,066	$ 38,466
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Change In Fair Value Of Private Placement Warrants	Change In Fair Value Of Private Placement Warrants
Change in fair value of private placement warrants	$ 24,966	$ (14,400)
Exercise of warrants	(49,032)	0
Ending balance	0	24,066
Prepaid Expenses and Other Current Assets [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	0	0
Change in fair value of interest rate swap	689	0
Ending balance	689	0
Other Noncurrent Assets [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	1,973	0
Change in fair value of interest rate swap	(1,346)	1,973
Ending balance	627	1,973
Accrued Liabilities [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	977	0
Change in fair value of interest rate swap	(977)	977
Ending balance	$ 0	$ 977

Prepaid Expenses and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 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 December 31:


($ in thousands)	2023		2022
Prepaid services	$	10,496	$	9,171
Prepaid tolls		9,174		9,978
Prepaid income taxes		9,830		4,629
Prepaid computer maintenance		6,775		5,492
Costs to fulfill a customer contract		5,852		3,193
Deposits		2,322		2,057
Prepaid insurance		1,755		3,112
Other		757		1,972
Total prepaid expenses and other current assets	$	46,961	$	39,604

Segment Reporting (Tables)

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Financial Information by Segment

The following tables set forth financial information by segment for the fiscal years ended December 31, 2023, 2022 and 2021:


	For the Year Ended December 31, 2023
	Commercial			Government		Parking			Corporate
($ in thousands)	Services			Solutions		Solutions			and Other			Total
Service revenue	$	372,786		$	344,034	$	66,775		$	—		$	783,595
Product sales		—			14,385		19,330			—			33,715
Total revenue		372,786			358,419		86,105			—			817,310
Cost of service revenue, excluding depreciation and amortization		2,362			2,252		13,618			—			18,232
Cost of product sales		—			9,751		15,480			—			25,231
Operating expenses		83,828			168,736		18,236			—			270,800
Selling, general and administrative expenses		61,607			62,597		23,988			—			148,192
Loss on disposal of assets, net		—			128		—			—			128
Other (income) expense, net		(17,176	)		488		(87	)		—			(16,775	)
Segment profit	$	242,165		$	114,467	$	14,870		$	—		$	371,502
Segment profit	$	242,165		$	114,467	$	14,870		$	—		$	371,502
Depreciation and amortization		—			—		—			113,067			113,067
Transaction and other related expenses		—			—		—			629			629
Transformation expenses		—			—		—			3,241			3,241
Legal settlement		—			—		—			31,500			31,500
Tax settlement payment related to a prior acquisition		—			—		—			5,652			5,652
Change in fair value of private placement warrants		—			—		—			24,966			24,966
Tax receivable agreement liability adjustment		—			—		—			(3,077	)		(3,077	)
Loss on interest rate swap		—			—		—			817			817
Stock-based compensation		—			—		—			17,476			17,476
Loss on extinguishment of debt		—			—		—			3,533			3,533
Interest expense, net		—			—		—			86,701			86,701
Income before income taxes	$	242,165		$	114,467	$	14,870		$	(284,505	)	$	86,997


	For the Year Ended December 31, 2022
	Commercial			Government			Parking			Corporate
($ in thousands)	Services			Solutions			Solutions			and Other			Total
Service revenue	$	325,971		$	307,639		$	61,608		$	—		$	695,218
Product sales		—			29,028			17,352			—			46,380
Total revenue		325,971			336,667			78,960			—			741,598
Cost of service revenue, excluding depreciation and amortization		2,869			2,016			11,445			—			16,330
Cost of product sales		—			17,436			13,496			—			30,932
Operating expenses		72,328			139,961			12,905			—			225,194
Selling, general and administrative expenses		56,105			61,235			27,104			—			144,444
Loss on disposal of assets, net		522			931			37			—			1,490
Other income, net		(14,387	)		(679	)		(266	)		—			(15,332	)
Segment profit	$	208,534		$	115,767		$	14,239		$	—		$	338,540
Segment profit	$	208,534		$	115,767		$	14,239		$	—		$	338,540
Depreciation and amortization		—			—			—			138,684			138,684
Transaction and other related expenses		—			—			—			3,381			3,381
Transformation expenses		—			—			—			1,113			1,113
Change in fair value of private placement warrants		—			—			—			(14,400	)		(14,400	)
Tax receivable agreement liability adjustment		—			—			—			(720	)		(720	)
Gain on interest rate swap		—			—			—			(996	)		(996	)
Stock-based compensation		—			—			—			16,663			16,663
Impairment on a privately-held equity investment		—			1,340			—			—			1,340
Gain on extinguishment of debt		—			—			—			(3,005	)		(3,005	)
Interest expense, net		—			—			—			69,372			69,372
Income before income taxes	$	208,534		$	114,427		$	14,239		$	(210,092	)	$	127,108


	For the Year Ended December 31, 2021
	Commercial			Government			Parking			Corporate
($ in thousands)	Services			Solutions			Solutions			and Other			Total
Service revenue	$	260,899		$	227,992		$	3,955		$	—		$	492,846
Product sales		—			55,163			2,581			—			57,744
Total revenue		260,899			283,155			6,536			—			550,590
Cost of service revenue, excluding depreciation and amortization		3,183			1,500			654			—			5,337
Cost of product sales		—			28,381			1,428			—			29,809
Operating expenses		65,718			96,284			553			—			162,555
Selling, general and administrative expenses		42,386			51,052			1,361			—			94,799
Loss on disposal of assets, net		—			48			—			—			48
Other income, net		(10,837	)		(2,040	)		(18	)		—			(12,895	)
Segment profit	$	160,449		$	107,930		$	2,558		$	—		$	270,937
Segment profit	$	160,449		$	107,930		$	2,558		$	—		$	270,937
Depreciation and amortization		—			—			—			116,753			116,753
Transaction and other related expenses		—			—			—			13,952			13,952
Transformation expenses		—			—			—			1,687			1,687
Change in fair value of private placement warrants		—			—			—			7,600			7,600
Tax receivable agreement liability adjustment		—			—			—			(1,016	)		(1,016	)
Stock-based compensation		—			—			—			13,784			13,784
Loss on extinguishment of debt		—			—			—			5,334			5,334
Interest expense, net		—			—			—			44,942			44,942
Income before income taxes	$	160,449		$	107,930		$	2,558		$	(203,036	)	$	67,901

Assets by Reportable Segment

The table below details the following assets by reportable segment as of the respective period-ends:


($ in thousands)	December 31, 2023		December 31, 2022
Property and equipment, net
Commercials Services	$	9,547	$	7,993
Government Solutions		98,611		92,600
Parking Solutions		13,281		8,942
Corporate and other		1,809		240
Total property and equipment, net	$	123,248	$	109,775
Total assets
Commercials Services	$	721,192	$	758,649
Government Solutions		523,687		534,931
Parking Solutions		404,267		408,230
Corporate and other		140,837		54,459
Total assets	$	1,789,983	$	1,756,269

Revenue from international customers

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


	For the Year Ended December 31,
($ in thousands)	2023		2022		2021
Australia	$	45,879	$	34,356	$	13,948
Canada		30,826		32,413		6,874
United Kingdom		23,794		24,017		16,346
All other		3,071		3,532		2,809
Total international revenues	$	103,570	$	94,318	$	39,977

Property and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment, Net

Property and equipment, net, consists of the following at December 31:


($ in thousands)	2023			2022
Equipment	$	159,151		$	122,507
Software		37,415			30,288
Leasehold improvements		10,031			9,806
Computer equipment		21,415			20,274
Furniture		2,651			2,648
Automobiles		14,422			12,933
Construction in progress		17,781			19,357
Property and equipment		262,866			217,813
Less: accumulated depreciation		(139,618	)		(108,038	)
Property and equipment, net	$	123,248		$	109,775

Significant Accounting Policies - 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 Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Expected stock price volatility	13.83
Strike Price
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Expected stock price volatility	11.5
Expected Term
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Expected stock price volatility \| yr	0.8
Expected Volatility
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Expected stock price volatility	0.44
Risk-free Interest Rate
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Expected stock price volatility	0.0474
Expected Dividend Yield
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Expected stock price volatility	0
Estimated Fair Value
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Expected stock price volatility	3.61

Other Transactions (Tables)

12 Months Ended

Dec. 31, 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 (Unaudited) - Summary of Consolidated Balance Sheets (Parenthetical) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Condensed Financial Information Disclosure [Abstract]
Allowance for credit losses	$ 18,513	$ 15,907	$ 12,138

Long-term Debt - Summary of the Company's Long-term Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Debt Instrument [Line Items]
Debt instrument carrying amount	$ 1,054,587
Less: original issue discounts	(3,646)	$ (5,637)
Less: unamortized deferred financing costs	(12,809)	(18,489)
Total long-term debt	1,038,132	1,211,980
Less: current portion of long-term debt	(9,019)	(21,935)
Long-term debt, net of current portion	1,029,113	1,190,045
2021 Term Loan, due 2028
Debt Instrument [Line Items]
Debt instrument carrying amount	704,587	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