0000950170-22-008564 | 10-Q | XBRL Viewer

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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2022	May 05, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Entity Registrant Name	VERRA MOBILITY CORPORATION
Entity Central Index Key	0001682745
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		156,225,265
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Trading Symbol	VRRM
Security Exchange Name	NASDAQ
Entity File Number	001-37979
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-3563824
Entity Address, Address Line One	1150 North Alma School Road
Entity Address, City or Town	Mesa
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85201
City Area Code	480
Local Phone Number	443-7000
Document Quarterly Report	true
Document Transition Report	false

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 93,377	$ 101,283
Restricted cash	4,016	3,149
Accounts receivable (net of allowance for credit loss of $14.3 million )	171,906	160,979
Unbilled receivables	39,484	29,109
Inventory, net	15,451	12,093
Prepaid expenses and other current assets	38,745	41,456
Total current assets	362,979	348,069
Installation and service parts, net	15,491	13,332
Property and equipment, net	99,351	96,066
Operating lease assets	39,944	38,862
Intangible assets, net	460,083	487,299
Goodwill	837,910	838,867
Other non-current assets	8,727	14,561
Total assets	1,824,485	1,837,056
Current liabilities:
Accounts payable	63,049	67,556
Deferred revenue	27,369	27,141
Accrued liabilities	46,668	38,435
Payable to related party pursuant to tax receivable agreement, current portion	5,107	5,107
Current portion of long-term debt	11,952	36,952
Total current liabilities	154,145	175,191
Long-term debt, net of current portion	1,206,276	1,206,802
Operating lease liabilities, net of current portion	35,850	34,984
Payable to related party pursuant to tax receivable agreement, net of current portion	56,615	56,615
Private placement warrant liabilities	42,200	38,466
Asset retirement obligation	12,032	11,824
Deferred tax liabilities, net	28,286	47,524
Other long-term liabilities	13,266	5,686
Total liabilities	1,548,670	1,577,092
Commitments and contingencies (Note 13)
Stockholders' equity
Preferred stock, $0.0001 par value	0	0
Common stock, $0.0001 par value	16	16
Common stock contingent consideration	36,575	36,575
Additional paid-in capital	312,986	309,883
Accumulated deficit	(71,376)	(81,416)
Accumulated other comprehensive (loss) income	(2,386)	(5,094)
Total stockholders' equity	275,815	259,964
Total liabilities and stockholders' equity	$ 1,824,485	$ 1,837,056

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Allowance for credit loss	$ 14,299	$ 12,138
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Total revenue	$ 170,385	$ 89,858
Operating expenses	51,063	30,492
Selling, general and administrative expenses	41,635	28,443
Depreciation, amortization and (gain) loss on disposal of assets, net	35,907	28,265
Total costs and expenses	138,379	88,107
Income from operations	32,006	1,751
Interest expense, net	14,279	9,164
Change in fair value of private placement warrants	3,734	2,067
Loss on extinguishment of debt	0	5,334
Other income, net	(2,866)	(3,013)
Total other (income) expenses	15,147	13,552
Income (loss) before income taxes	16,859	(11,801)
Income tax provision (benefit)	6,819	(2,886)
Net income (loss)	10,040	(8,915)
Other comprehensive income (loss):
Change in foreign currency translation adjustment	2,708	(190)
Total comprehensive income	$ 12,748	$ (9,105)
Net income (loss) per share:
Basic	$ 0.06	$ (0.05)
Diluted	$ 0.06	$ (0.05)
Weighted average shares outstanding:
Basic	156,130,000	162,297,000
Diluted	160,749,000	162,297,000
Service Revenue
Total revenue	$ 161,134	$ 89,763
Cost of revenue	3,779	880
Product Sales
Total revenue	9,251	95
Cost of revenue	$ 5,995	$ 27

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Common Stock Contingent Consideration	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive (Loss) Income
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)	(8,915)				(8,915)
Vesting of restricted stock units (RSUs) (in shares)		91,000
Payment of employee tax withholding related to RSUs vesting	(857)			(857)
Stock-based compensation	2,908			2,908
Other comprehensive income, net of tax	(190)					(190)
Ending Balance at Mar. 31, 2021	308,518	$ 16	36,575	375,671	(103,765)	21
Ending Balance (in shares) at Mar. 31, 2021		162,360,000
Beginning Balance at Dec. 31, 2021	259,964	$ 16	36,575	309,883	(81,416)	(5,094)
Beginning Balance (in shares) at Dec. 31, 2021		156,079,000
Net income (loss)	10,040				10,040
Vesting of restricted stock units (RSUs) (in shares)		154,000
Exercise of stock options	93			93
Exercise of stock options (in shares)		7,000
Payment of employee tax withholding related to RSUs vesting	(1,436)			(1,436)
Stock-based compensation	4,446			4,446
Other comprehensive income, net of tax	2,708					2,708
Ending Balance at Mar. 31, 2022	$ 275,815	$ 16	$ 36,575	$ 312,986	$ (71,376)	$ (2,386)
Ending Balance (in shares) at Mar. 31, 2022		156,240,000

- Definition

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

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- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

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- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

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+ Details

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash Flows from Operating Activities:
Net income (loss)	$ 10,040	$ (8,915)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	35,675	28,214
Amortization of deferred financing costs and discounts	1,306	1,593
Change in fair value of private placement warrants	3,734	2,067
Loss on extinguishment of debt	0	5,334
Credit loss expense	3,505	2,402
Deferred income taxes	(18,771)	281
Stock-based compensation	4,446	2,908
Other	354	133
Changes in operating assets and liabilities:
Accounts receivable, net	(14,300)	(26,672)
Unbilled receivables	(10,265)	(859)
Inventory, net	(5,722)	(691)
Prepaid expenses and other assets	8,235	429
Deferred revenue	46	(44)
Accounts payable and other current liabilities	(477)	2,374
Other liabilities	13,441	459
Net cash provided by operating activities	31,247	9,013
Cash Flows from Investing Activities:
Payment of contingent consideration	(412)	0
Purchases of installation and service parts and property and equipment	(11,478)	(3,704)
Cash proceeds from the sale of assets	25	56
Net cash used in investing activities	(11,865)	(3,648)
Cash Flows from Financing Activities:
Repayment on the revolver	(25,000)	0
Borrowings of long-term debt	0	996,750
Repayment of long-term debt	(2,255)	(865,642)
Payment of debt issuance costs	(54)	(5,732)
Payment of debt extinguishment costs	0	(604)
Proceeds from the exercise of stock options	93	0
Payment of employee tax withholding related to RSUs vesting	(1,436)	(857)
Net cash (used in) provided by financing activities	(28,652)	123,915
Effect of exchange rate changes on cash and cash equivalents	2,231	252
Net (decrease) increase in cash, cash equivalents and restricted cash	(7,039)	129,532
Cash, cash equivalents and restricted cash - beginning of period	104,432	120,892
Cash, cash equivalents and restricted cash - end of period	97,393	250,424
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets
Cash and cash equivalents	93,377	249,605
Restricted cash	4,016	819
Total cash, cash equivalents, and restricted cash	97,393	250,424
Supplemental cash flow information:
Interest paid	8,188	6,996
Income taxes paid, net of refunds	1,147	238
Supplemental non-cash investing and financing activities:
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end	4,057	1,355
Accrued debt issuance costs	0	635
Accrued debt extinguishment costs	$ 0	$ 665

Description of Business

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business

1. Description of Business

Verra Mobility Corporation (collectively with its subsidiaries, the “Company” or “Verra Mobility”), formerly known as Gores Holdings II, Inc. (“Gores”), was originally incorporated in Delaware on August 15, 2016, as a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or other similar business combination with one or more target businesses. On January 19, 2017, the Company consummated its initial public offering (the “IPO”), following which its shares began trading on the Nasdaq Capital Market (“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, 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 transactions contemplated by the Merger Agreement (the “Business Combination”) were consummated. In connection with the closing of the Business Combination, Gores 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.

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

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

The Government Solutions segment offers photo enforcement solutions and services to its customers. Through its acquisition of Redflex Holdings Limited (“Redflex”) on June 17, 2021, the Company expanded its current footprint in the United States and gained access to international markets (see Note 3, Acquisitions). 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 acquired through Redflex primarily involve the sale of traffic enforcement products and related maintenance services.

The Parking Solutions segment offers an integrated suite of parking software and hardware solutions to its customers, which include universities, municipalities, parking operators, healthcare facilities and transportation hubs. The Company added this new operating segment as a result of the acquisition of T2 Systems Parent Corporation (“T2 Systems”) on December 7, 2021, which allows the Company to diversify its operations into the parking solutions space (see Note 3. Acquisitions). The Parking Solutions 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. T2 Systems also produces and markets its proprietary software as a service to its customers throughout the United States and Canada.

Significant Accounting Policies

3 Months Ended

Mar. 31, 2022

Accounting Policies [Abstract]

Significant Accounting Policies

2. Significant Accounting Policies

Principles of Consolidation

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

Use of Estimates

The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Significant estimates and assumptions include those related to the fair values assigned to net assets acquired (including identifiable intangibles) in business combinations, revenue recognition, inventory valuation, allowance for credit losses, fair value of the private placement warrant liabilities, valuation allowance on deferred tax assets, impairment assessments of goodwill, intangible assets and other long-lived assets, asset retirement obligations, contingent consideration and the recognition and measurement of loss contingencies.

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

Concentration of Credit Risk

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


	Three Months Ended March 31,
	2022			2021
City of New York Department of Transportation		19.3	%		24.4	%

The City of New York Department of Transportation (“NYCDOT”) represented 29% and 39% of total accounts receivable, net as of March 31, 2022 and December 31, 2021, 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:


	Three Months Ended March 31,
	2022			2021
Hertz Corporation		11.1	%		13.8	%
Avis Budget Group, Inc.		11.4	%		11.2	%
Enterprise Holdings, Inc.		9.0	%		14.5	%

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

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

Allowance for Credit Losses

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

The Company identified portfolio segments based on the type of business, industry in which the customer operates and historical credit loss patterns. The following presents the activity in the allowance for credit losses for the three months ended March 31, 2022 and 2021, 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		2,868			246			232		159			3,505
Write-offs, net of recoveries		(1,221	)		(15	)		—		(108	)		(1,344	)
Balance at March 31, 2022	$	7,044		$	3,323		$	3,881	$	51		$	14,299


($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)		Government Solutions			Total
Balance at January 1, 2021	$	3,210		$	4,277	$	3,984		$	11,471
Credit loss expense		2,252			143		7			2,402
Write-offs, net of recoveries		(1,722	)		2		(21	)		(1,741	)
Balance at March 31, 2021	$	3,740		$	4,422	$	3,970		$	12,132

(1)

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

The Commercial Services (Driver-billed) portfolio segment’s credit loss estimate as of March 31, 2022 increased compared to the prior year due to increased revenue that impacted the volume of transactions as a result of recovery from COVID-19. The Commercial Services (All other) segment’s credit loss estimate as of March 31, 2022 decreased compared to the prior year which reflects improved economic conditions based on customer payment trends in the last 12 months.

Deferred Revenue

Deferred revenue represents amounts that have been invoiced in advance and are expected to be recognized as revenue in future periods, and it primarily relates to the Government Solutions and Parking Solutions customers. The Company had approximately $10.0 million and $8.9 million of deferred revenue in the Government Solutions segment as of March 31, 2022 and December 31, 2021, respectively. The majority of the remaining performance obligations as of March 31, 2022 are expected to be completed and recognized as revenue in the next twelve months and $3.5 million is expected to be recognized between 2023 through 2027. The Company had approximately $20.0 million and $20.9 million of deferred revenue as of March 31, 2022 and December 31, 2021, respectively, for the Parking Solutions customers which is expected to be recognized as revenue in the next twelve months.

Recent Accounting Pronouncements

Accounting Standards Adopted

In May 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. This ASU provides guidance for a modification or an exchange of a freestanding equity-classified written call option that is not within the scope of another topic. It specifically addresses the measurement and recognition of the effect of a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option if it remains equity-classified after the modification or exchange. The Company adopted this standard as of January 1, 2022, which did not have an impact on its financial statements and related disclosures, as the Company had no transactions subject to the standard. If the Company were to have modifications or exchanges in the future, such guidance would apply.

In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance, to increase transparency in financial reporting by requiring business entities to disclose information about certain types of government assistance they receive. The amendments require annual disclosures regarding the nature of any transactions with a government accounted for by applying a grant or contribution accounting model by analogy

and the related accounting policy used, the effect of the assistance on the entity’s financial statements, and the significant terms and conditions of the transactions. The Company adopted the ASU as of January 1, 2022, which did not have a material impact on its financial statements or related disclosures.

Accounting Standards Not Yet Adopted

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The ASU provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. It provides optional expedients and exceptions for applying GAAP to contract modifications, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be 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. The amendments are effective as of March 12, 2020 through December 31, 2022, to help stakeholders during the global market-wide reference rate transition period.

Under the terms of the 2021 Term Loan discussed in Note 7 below, in the event there is a benchmark transition away from LIBOR, a benchmark replacement rate has been defined in the 2021 Term Loan along with the mechanism for such a transition to take place. The Company does not anticipate this transition will have a material impact on its financial statements.

Acquisition

3 Months Ended

Mar. 31, 2022

Business Combinations [Abstract]

Acquisition

3. Acquisitions

Redflex Acquisition

On June 17, 2021, the Company completed the acquisition of Redflex, an Australian public company limited by shares and formerly listed on the Australian Securities Exchange. At the closing of the Redflex acquisition, VM Consolidated, Inc., an indirect wholly owned subsidiary of the Company, purchased one hundred percent of the outstanding equity of Redflex at A$0.96 per share at consideration of A$152.5 million, or approximately US$117.9 million. Transaction costs for Redflex were $9.7 million which primarily related to professional fees and other expenses related to the acquisition. Redflex is a provider of intelligent traffic management products and services that are sold and managed in the Asia Pacific, North America, Europe, and Middle East regions. Redflex designs, manufactures, and operates a wide range of platform-based solutions, utilizing advanced sensor and image capture technologies that enable active management of state and local motorways. The Company has included the financial results of Redflex in the financial statements from the date of acquisition.

The final allocation of the purchase consideration is summarized as follows:


($ in thousands)
Assets acquired
Cash and cash equivalents	$	8,760
Restricted cash		2,163
Accounts receivable		6,870
Unbilled receivables		5,283
Property and equipment		29,809
Deferred tax assets		10,315
Other assets		19,247
Trademark		900
Customer relationships		25,900
Developed technology		18,200
Total assets acquired		127,447

Liabilities assumed
Accounts payable and accrued liabilities		31,936
Deferred revenue		8,048
Long-term debt		14,014
Other long-term liabilities		11,736
Total liabilities assumed		65,734
Goodwill		56,214
Total purchase consideration	$	117,927

The Company finalized the evaluation of historical Redflex tax positions and the impact on assumed uncertain tax positions and other tax attributes during the three months ended March 31, 2022 which did not result in any changes to the previously disclosed amounts at December 31, 2021.

Goodwill consists largely of the expected cash flows and future growth anticipated for the Company and was assigned to the Company’s Government Solutions segment. Management has determined that the Redflex international operations represent a new reporting unit for the purposes of assessing potential impairment of goodwill, and as a result of the acquisition, the Government Solutions segment has two reporting units. The goodwill is not expected to be deductible for tax purposes. The customer relationships value was based on the multi-period excess earnings methodology utilizing projected cash flows. The significant assumptions used to value customer relationships included, among others, customer churn rates, forecasted revenue growth rates attributable to existing customers, forecasted EBITDA margins and the discount rate. The values for the trademark and the developed technology related assets were based on a relief-from-royalty method. The significant assumptions used to value these intangible assets included, among others, forecasted revenue growth rates, royalty rates and the expected obsolescence curve. The trademark, customer relationships and the developed technology related assets were assigned useful lives of 5.0 years, 10.0 years, and 8.7 years, respectively.

T2 Systems Acquisition

On December 7, 2021, the Company acquired all of the outstanding shares of T2 Systems Parent Corporation (“T2 Systems”), which offers an integrated suite of parking software and hardware solutions to its customers. This acquisition supports the Company's strategy to expand and diversify into new markets within the mobility sector. The Company has included the financial results of T2 Systems in the financial statements from the date of acquisition, and reported within the newly created Parking Solutions segment.

The Company paid a purchase price of $353.2 million. Transaction costs for T2 Systems were $2.9 million which primarily related to professional fees and other expenses related to the acquisition.

The allocation of the preliminary purchase consideration is summarized as follows:


($ in thousands)
Assets acquired
Cash and cash equivalents	$	13,866
Restricted cash		228
Accounts receivable		9,673
Unbilled receivables		2,153
Inventory		7,467
Property and equipment		3,336
Prepaid and other assets		7,477
Trademark		3,200
Customer relationships		164,300
Developed technology		19,300
Total assets acquired		231,000

Liabilities assumed
Accounts payable and accrued liabilities		10,379
Deferred revenue		21,253
Deferred tax liability		37,129
Other liabilities		4,228
Total liabilities assumed		72,989
Goodwill		195,226
Total assets acquired and liabilities assumed	$	353,237

Goodwill consists largely of the expected cash flows and future growth anticipated for the Company and was assigned to the Company’s Parking Solutions segment. The goodwill is not expected to be deductible for tax purposes. The preliminary customer relationships value was based on the multi-period excess earnings methodology utilizing projected cash flows. The significant assumptions used to value customer relationships included, among others, customer upsell and churn rates,

forecasted revenue growth rates attributable to existing customers, forecasted EBITDA margins and the discount rate. The preliminary values for the trademark and the developed technology related assets were based on a relief-from-royalty method. The significant assumptions used to value these intangible assets included, among others, forecasted revenue growth rates, royalty rates and the expected obsolescence curve. The trademark, customer relationships and the developed technology related assets were assigned preliminary useful lives of 10.0 years, 10.0 years, and 6.1 years, respectively.

As of March 31, 2022, the valuation of assets acquired and liabilities assumed is preliminary. The primary areas that remain preliminary relate to the fair values of unbilled receivables, intangible assets acquired, deferred revenue, legal and other contingencies as of the acquisition date, income and non-income based taxes and residual goodwill. The Company expects to finalize the valuation as soon as practicable, but not later than one year from the acquisition date.

NuPark Acquisition

On December 13, 2021, the Company completed the acquisition of NuPark (“NuPark”), a provider of parking services and permit management product platform from Passport Labs, Inc., which expanded the Company's presence in the United States in the Parking Solutions segment. The acquisition date fair value of the consideration transferred to Passport Labs, Inc. was approximately $7.0 million, which consisted primarily of $5.0 million of cash paid at closing and $1.5 million of contingent consideration payable. The Company recorded $0.3 million of tangible assets, $4.9 million of customer relationships intangible assets valued using a multi-period excess earnings methodology, with a preliminary estimated useful life of 10.0 years, and $1.3 million of assumed liabilities which was primarily deferred revenue. Goodwill recorded was $3.2 million for future growth anticipated for the Company and is expected to be deductible for tax purposes. The fair values assigned to tangible and intangible assets acquired and liabilities assumed were preliminary estimates and the Company expects to finalize the valuation as soon as practicable, but not later than one year from the acquisition date. The Company has included the financial results of NuPark in the financial statements from the date of acquisition, which were not material. The transaction costs for the acquisition were not material.

Prepaid Expenses and Other Current Assets

3 Months Ended

Mar. 31, 2022

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid Expenses and Other Current Assets

4. Prepaid Expenses and Other Current Assets

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


($ in thousands)	March 31, 2022		December 31, 2021
Prepaid services	$	9,317	$	8,643
Prepaid tolls		9,139		7,539
Deposits		6,878		6,742
Prepaid computer maintenance		3,545		3,742
Prepaid insurance		2,707		4,293
Prepaid income taxes		3,383		5,324
Costs to fulfill a customer contract		2,450		3,364
Other		1,326		1,809
Total prepaid expenses and other current assets	$	38,745	$	41,456

Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

5. 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
Foreign currency translation adjustment		(1,519	)		562		—		(957	)
Balance at March 31, 2022	$	423,562		$	215,962	$	198,386	$	837,910

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


	March 31, 2022						December 31, 2021
	Weighted						Weighted
	Average	Gross					Average	Gross
	Remaining	Carrying			Accumulated		Remaining	Carrying			Accumulated
($ in thousands)	Useful Life	Amount			Amortization		Useful Life	Amount			Amortization
Trademarks	0.5 years	$	36,203		$	31,617	0.5 years	$	36,225		$	31,429
Non-compete agreements	0.8 years		62,544			53,121	1.0 years		62,555			49,982
Customer relationships	6.3 years		561,227			182,326	6.5 years		561,767			167,255
Developed technology	1.9 years		203,102			135,929	2.2 years		202,768			127,350
Gross carrying value of intangible assets			863,076		$	402,993			863,315		$	376,016
Less: accumulated amortization			(402,993	)					(376,016	)
Intangible assets, net		$	460,083					$	487,299

Amortization expense was $27.3 million and $22.7 million for the three months ended March 31, 2022 and 2021, respectively.

Estimated amortization expense in future years is expected to be:


($ in thousands)
Remainder of 2022	$	79,107
2023		77,781
2024		67,295
2025		64,597
2026		57,525
Thereafter		113,778
Total	$	460,083

Accrued Liabilities

3 Months Ended

Mar. 31, 2022

Payables and Accruals [Abstract]

Accrued Liabilities

6. Accrued Liabilities

Accrued liabilities consist of the following at:


($ in thousands)	March 31, 2022		December 31, 2021
Accrued salaries and wages	$	12,101	$	15,744
Income taxes payable		9,436		1,517
Accrued interest payable		8,995		4,209
Current portion of operating lease liabilities		5,989		5,760
Restricted cash due to customers		3,654		3,062
Payroll liabilities		1,985		1,876
Other		4,508		6,267
Total accrued liabilities	$	46,668	$	38,435

Long-term Debt

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

Long-term Debt

7. Long-term Debt

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


($ in thousands)	March 31, 2022			December 31, 2021
2021 Term Loan, due 2028	$	892,870		$	895,125
Senior Notes, due 2029		350,000			350,000
PPP Loan		2,933			2,933
Revolver		—			25,000
Less: original issue discounts		(6,478	)		(6,753	)
Less: unamortized deferred financing costs		(21,097	)		(22,551	)
Total long-term debt		1,218,228			1,243,754
Less: current portion of long-term debt		(11,952	)		(36,952	)
Total long-term debt, net of current portion	$	1,206,276		$	1,206,802

2021 Term Loan and Senior Notes

In March 2021, VM Consolidated, Inc., 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 $650 million, maturing on March 26, 2028, and an accordion feature providing for an additional $250 million of term loans, subject to satisfaction of certain requirements. In connection with the 2021 Term Loan, the Company had an offering discount cost of $3.3 million and $0.7 million of deferred financing costs, both of which were capitalized and are amortized over the remaining life of the 2021 Term Loan.

In addition, in March 2021, VM Consolidated, Inc. issued an aggregate principal amount of $350 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.

The net proceeds from both the 2021 Term Loan and the Senior Notes received in March 2021 were used to repay in full all outstanding debt which was represented by the First Lien Term Loan Credit Agreement (as amended, the “2018 Term Loan”) with a balance of $865.6 million.

On December 7, 2021, VM Consolidated Inc., entered into an agreement to exercise the accordion feature under the 2021 Term Loan, borrowing $250 million in incremental term loans (“Incremental Term Loan”). The proceeds from the Incremental Term Loan were used, along with cash on hand, to fund the acquisition of T2 Systems, including repaying in full all outstanding debt for T2 Systems. In connection with the Incremental Term Loan, the Company had an offering discount cost of $1.3 million and $3.8 million of deferred financing costs, both of which were capitalized and are amortized over the remaining life of the 2021 Term Loan. The Incremental Term Loan accrued interest from the date of borrowing until December 31, 2021, at which time, it was combined with the 2021 Term Loan to be a single tranche of term loan borrowings. The total principal outstanding under the 2021 Term Loan, which includes the Incremental Term Loan, was $892.9 million at March 31, 2022.

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. As of March 31, 2022, the interest rate on the 2021 Term Loan was 3.6%.

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, beginning with the year ending December 31, 2022), 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%

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.

The Company evaluated the March 2021 refinancing transactions on a lender-by-lender basis and accounted for the portion of the transaction that did not meet the accounting criteria for debt extinguishment as a debt modification. Accordingly, the Company recognized a loss on extinguishment of debt of $5.3 million on the 2018 Term Loan during the three months ended March 31, 2021 consisting of a $4.0 million write-off of pre-existing deferred financing costs and discounts and $1.3 million of lender and third-party costs associated with the issuance of the 2021 Term Loan.

PPP Loan

During fiscal year 2020, Redflex received a 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. At March 31, 2022, the loan amount outstanding was $2.9 million and was included in the current portion of long-term debt. In early 2021, Redflex applied for forgiveness of this loan and, as of March 31, 2022, was still awaiting approval from the SBA.

The Revolver

The Company has a Revolving Credit Agreement (the “Revolver”) with a commitment of up to $75 million available for loans and letters of credit. The Revolver matures on December 20, 2026. Borrowing eligibility under the Revolver is subject to a monthly borrowing base calculation based on (i) certain percentages of eligible accounts receivable and inventory, less (ii) certain reserve items, including outstanding letters of credit and other reserves. The Revolver bears interest on either (1) LIBOR plus an applicable margin, or (2) an alternate base rate, plus an applicable margin. The margin percentage applied to (1) LIBOR 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. At December 31, 2021, the Company had $25.0 million in outstanding borrowings on the Revolver, which was repaid in full in January 2022. At March 31, 2022, the availability to borrow was $68.8 million, net of $6.2 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 $6.2 million of outstanding letters of credit as of March 31, 2022.

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.

On March 31, 2022, the Company notified its lenders that it was unable to file its Annual Report on Form 10-K within 90 days following the year ended December 31, 2021, as is required under the 2021 Term Loan, Senior Notes, and the Revolver. While the Company was compliant with all debt covenants at December 31, 2021 and March 31, 2022, the late filing created

a technical default when the filing requirement was not met; however, this did not result in an Event of Default under the 2021 Term Loan, Senior Notes, and the Revolver as the Annual Report on Form 10-K was filed within the 30-day cure period allowed by these agreements for late filing of annual financial statements.

Interest Expense

The Company recorded interest expense, including amortization of deferred financing costs and discounts, of $14.3 million and $9.2 million for the three months ended March 31, 2022 and 2021, respectively.

The weighted average effective interest rate on the Company’s outstanding borrowings was 4.1% at both March 31, 2022 and December 31, 2021.

Fair Value of Financial Instruments

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

8. Fair Value of Financial Instruments

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

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

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

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

The carrying amounts reported in the Company’s condensed consolidated balance sheets for cash, accounts receivable, accounts payable, accrued expenses and the PPP Loan 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 are as follows:


	Level in	March 31, 2022				December 31, 2021
	Fair Value	Carrying		Estimated		Carrying		Estimated
($ in thousands)	Hierarchy	Amount		Fair Value		Amount		Fair Value
2021 Term Loan	2	$	870,209	$	889,522	$	871,467	$	895,125
Senior Notes	2		345,086		330,313		344,918		355,250
Revolver	2		—		—		24,435		25,000

The fair value of the private placement warrant liabilities is measured on a recurring basis and is estimated using the Black-Scholes option pricing model using significant unobservable inputs, primarily related to estimated volatility, and is therefore classified within level 3 of the fair value hierarchy. The key assumptions used were as follows:


	March 31, 2022			December 31, 2021
Stock price	$	16.28		$	15.43
Strike price	$	11.50		$	11.50
Volatility		47.0	%		48.0	%
Remaining life (in years)		1.5			1.8
Risk-free interest rate		1.99	%		0.66	%
Expected dividend yield		0.0	%		0.0	%
Estimated fair value	$	6.33		$	5.77

The Company is exposed to valuation risk on these Level 3 financial instruments. The risk of exposure is estimated using a sensitivity analysis of potential changes in the significant unobservable inputs, primarily the volatility input that is the most susceptible to valuation risk. A 5% increase or decrease to the volatility input at March 31, 2022 would increase or

decrease the estimated fair value by $0.26 per unit. The following summarizes the changes in fair value of private placement warrant liabilities included in net income (loss) for the respective periods:


	Three Months Ended March 31,
($ in thousands)	2022		2021
Beginning balance	$	38,466	$	30,866
Change in fair value of private placement warrants		3,734		2,067
Ending balance	$	42,200	$	32,933

The Company has an equity investment measured at cost of $3.7 million 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 as of March 31, 2022.

The fair value of the contingent consideration payable in connection with the NuPark acquisition was $1.5 million at December 13, 2021 acquisition date and was classified within level 3 of the fair value hierarchy. The valuation of the contingent consideration was measured using a discounted cash flow model and the significant unobservable inputs used in the measurement relate to forecasts of annualized revenue developed by the Company. During the three months ended March 31, 2022, the Company made a payment of approximately $0.4 million and as a result the contingent consideration payable was $1.1 million as of March 31, 2022.

- Definition

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

+ References + Details

Net Income Per Share

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Net Income Per Share

9. Net Income (Loss) Per Share

Basic net income (loss) per share is calculated by dividing net income (loss) by the weighted average shares outstanding during the period, without consideration of common stock equivalents. Diluted net income (loss) 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 (loss) per share are as follows:


	Three Months Ended March 31,
(In thousands, except per share data)	2022		2021
Numerator:
Net income (loss)	$	10,040	$	(8,915	)
Denominator:
Weighted average shares - basic		156,130		162,297
Common stock equivalents		4,619		—
Weighted average shares - diluted		160,749		162,297
Net income (loss) per share - basic	$	0.06	$	(0.05	)
Net income (loss) per share - diluted	$	0.06	$	(0.05	)
Antidilutive shares excluded from diluted net income (loss) per share:
Contingently issuable shares (1)		5,000		5,000
Public warrants		—		13,333
Private placement warrants		6,667		6,667
Non-qualified stock options		710		1,205
Performance share units		—		229
Restricted stock units		32		2,582
Total antidilutive shares excluded		12,409		29,016

(1) Contingently issuable shares relate to the earn-out agreement as discussed in Note 12, Related Party Transactions.

Income Taxes

3 Months Ended

Mar. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

10. Income Taxes

The Company’s interim income tax provision (benefit) is determined using an estimated annual effective tax rate, adjusted for discrete items arising in that period. The estimated annual effective tax rate requires judgment and is dependent upon several factors. The Company provides for income taxes under the liability method. This approach requires the recognition

of deferred tax assets and liabilities for the expected future tax consequences of differences between the tax basis of assets or liabilities and their carrying amounts in the financial statements.

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

The Company’s effective income tax rate was 40.4% for the three months ended March 31, 2022 and the effective income tax benefit rate was 24.5% for the three months ended March 31, 2021. The primary driver for the effective tax rate variance was the increase in pre-tax income for the first quarter of 2022 compared to the first quarter of 2021.

The total amount of unrecognized tax benefits increased by $8.1 million during the three months ended March 31, 2022 primarily due to prior year tax positions related to certain tax elections for Redflex U.S. legal entities. As of March 31, 2022, the total amount of unrecognized tax benefits was $11.0 million, of which $2.2 million would affect the Company's effective tax rate if recognized. The Company recognizes interest and penalties related to unrecognized tax benefits through income tax expense. As of March 31, 2022, the Company had $0.1 million accrued for the payment of interest and penalties. The Company believes that it is reasonably possible that a decrease of up to $8.0 million in unrecognized tax benefits may be necessary within the coming year related to the resolution and effectiveness of the tax elections for the Redflex U.S. legal entities.

The Tax Cuts and Jobs Act of 2017 requires taxpayers to capitalize, and subsequently amortize R&D expenses over five years for research activities conducted in the U.S. and over fifteen years for research activities conducted outside of the U.S. This will result in an increase to our U.S. income tax liability and net deferred tax assets. The actual impact will depend on multiple factors, including the amount of R&D expenses incurred and whether the research activities are performed within or outside of the U.S.

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 2018; 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 and 2019, 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
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

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

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

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

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

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

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

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

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

+ Details

Stock-Based Compensation

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

11. Stock-Based Compensation

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


	Three Months Ended March 31,
($ in thousands)	2022		2021
Operating expenses	$	214	$	194
Selling, general and administrative expenses		4,232		2,714
Total stock-based compensation expense	$	4,446	$	2,908

The increase in stock-based compensation expense of $1.5 million during the three months ended March 31, 2022 is primarily due to the accelerated vesting of RSUs granted to an executive officer as part of a separation agreement.

Related Party Transactions

3 Months Ended

Mar. 31, 2022

Related Party Transactions

12. Related Party Transactions

Tax Receivable Agreement

At the closing of the Business Combination, the Company entered into the Tax Receivable Agreement (“TRA”) with PE Greenlight Holdings, LLC (the “Platinum Stockholder”). The TRA generally provides for the payment to the Platinum Stockholder of 50% 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% 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. Subsequently, the Company made adjustments to this amount.

At March 31, 2022, the TRA liability was approximately $61.7 million of which $5.1 million was the current portion and $56.6 million was the non-current portion, both of which are included in the respective payable to related party pursuant to tax receivable agreement line items on the condensed consolidated balance sheet.

Earn-Out Agreement

Under the Merger Agreement, the Platinum Stockholder is 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 exceeds 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 are issued by the Company to the Platinum Stockholder as follows:


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

(a)

The first and second tranches of Earn-Out Shares have been issued, as discussed below.

If any of the Common Stock Price thresholds above (each, a “Triggering Event”) are not achieved within the five-year period following the closing of the Business Combination, the Company will not be required to issue the Earn-Out Shares in respect of such Common Stock Price threshold. In no event shall the Platinum Stockholder be entitled to receive more than an aggregate of 10,000,000 Earn-Out Shares.

If, during the earn-out period, there is a change of control (as defined in the Merger Agreement) that will result in the holders of the Company’s Class A Common Stock receiving a per share price equal to or in excess of the applicable Common Stock Price required in connection with any Triggering Event (an “Acceleration Event”), then immediately prior to the consummation of such change of control: (a) any such Triggering Event that has not previously occurred shall be deemed to have occurred; and (b) the Company shall issue the applicable Earn-Out Shares to the cash consideration stockholders (as defined in the Merger Agreement) (in accordance with their respective pro rata cash share), and the recipients of the issued Earn-Out Shares shall be eligible to participate in such change of control.

The Company estimated the original fair value of the contingently issuable shares to be $73.15 million, of which $36.6 million remains contingently issuable as of March 31, 2022. The estimated value is 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 a Triggering Event, any issuable shares would be transferred from common stock contingent consideration to common stock and additional paid-in capital accounts. Any contingently issuable shares not issued as a result of a Triggering Event not being attained by the end of the earn-out period will be canceled.

On April 26, 2019 and on January 27, 2020, the Triggering Events for the issuance of the first and second 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 that date had been greater than $13.00 and $15.50, respectively, for 10 out of 20 consecutive trading days. These Triggering Events resulted in the issuance of an aggregate 5,000,000 shares of the Company’s Class A Common Stock to the Platinum Stockholder and an increase in the Company’s common stock and additional paid-in capital accounts of $36.6 million, with a corresponding decrease to the common stock contingent consideration account. At March 31, 2022, the potential future Earn-Out Shares issuable are between zero and 5.0 million.

Go Safe Investment

Redflex Irish Investments Pty Ltd, a wholly owned indirect subsidiary of the Company, owns a 16% non-voting equity interest in Road Safety Operations Holdings Unlimited, which has a subsidiary, Road Safety Operations Holdings T/A Go Safe Ireland ("Go Safe"), who provides speed and traffic enforcement services and related equipment to its customers in Ireland. This investment was approximately $3.7 million as of March 31, 2022 and December 31, 2021, and is presented within other non-current assets on the condensed consolidated balance sheets. The Company is engaged as a vendor to supply equipment and services to Go Safe and related revenues earned were approximately $0.3 million for the three months ended March 31, 2022.

Commitment and Contingencies

3 Months Ended

Mar. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

13. Commitments and Contingencies

The Company has issued various letters of credit under contractual arrangements with certain of its domestic vendors and customers. Outstanding letters of credit under these arrangements totaled $6.2 million at both March 31, 2022 and December 31, 2021. In addition, the Company has $2.0 million of bank guarantees at March 31, 2022 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 March 31, 2022 were $41.3 million. The majority of these outstanding commitments are expected to be incurred in the next twelve months and approximately $2.1 million is expected to be incurred during 2023 through 2024.

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

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

Legal Proceedings

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

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

Segment Reporting

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Segment Reporting

14. Segment Reporting

The Company has three operating and reportable segments, Commercial Services, Government Solutions and Parking Solutions. Commercial Services offers toll and violation management solutions and title and registration services to commercial fleet vehicle owners, rental car companies and violation-issuing authorities. Government Solutions implements and administers traffic safety programs and products for municipalities and government agencies of all sizes. As a result of the acquisition of T2 Systems completed in December 2021, the Company added a new reportable segment determined based on the type of products and services offered. T2 Systems provides an integrated suite of parking software and hardware solutions to its customers. The Company’s Chief Operating Decision Maker function (“CODM”) is comprised of the Company’s CEO and certain defined representatives of the Company’s executive management team. The Company’s CODM monitors operating performance, allocates resources and deploys capital based on these three segments.

Segment performance is based on revenues and income from operations before depreciation, amortization, (gain) loss on disposal of assets, net, 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 (loss). 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 consists primarily of credit card rebates earned on the prepayment of tolling transactions and is therefore included in segment profit (loss).

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


	For the Three Months Ended March 31, 2022
	Commercial			Government		Parking			Corporate
($ in thousands)	Services			Solutions		Solutions			and Other			Total
Service revenue	$	73,465		$	73,224	$	14,445		$	—		$	161,134
Product sales		—			5,604		3,647			—			9,251
Total revenue		73,465			78,828		18,092			—			170,385
Cost of service revenue		602			473		2,704			—			3,779
Cost of product sales		—			3,727		2,268			—			5,995
Operating expenses		15,947			32,391		2,511			—			50,849
Selling, general and administrative expenses		13,276			16,455		7,672			—			37,403
Other (income) expense, net		(2,955	)		72		17			—			(2,866	)
Segment profit (loss)	$	46,595		$	25,710	$	2,920		$	—		$	75,225
Segment profit (loss)	$	46,595		$	25,710	$	2,920		$	—		$	75,225
Depreciation and amortization		—			—		—			35,675			35,675
Loss (gain) on disposal of assets, net		—			241		(9	)		—			232
Change in fair value of private placement warrants		—			—		—			3,734			3,734
Stock-based compensation		—			—		—			4,446			4,446
Interest expense, net		—			—		—			14,279			14,279
Income (loss) before income taxes	$	46,595		$	25,469	$	2,929		$	(58,134	)	$	16,859


	For the Three Months Ended March 31, 2021
	Commercial			Government			Corporate
($ in thousands)	Services			Solutions			and Other			Total
Service revenue	$	45,689		$	44,074		$	—		$	89,763
Product sales		—			95			—			95
Total revenue		45,689			44,169			—			89,858
Cost of service revenue		531			349			—			880
Cost of product sales		—			27			—			27
Operating expenses		14,206			16,092			—			30,298
Selling, general and administrative expenses		10,792			10,811			4,126			25,729
Other income, net		(2,070	)		(943	)		—			(3,013	)
Segment profit (loss)	$	22,230		$	17,833		$	(4,126	)	$	35,937
Segment profit (loss)	$	22,230		$	17,833		$	(4,126	)	$	35,937
Depreciation and amortization		—			—			28,214			28,214
Loss on disposal of assets, net		—			51			—			51
Change in fair value of private placement warrants		—			—			2,067			2,067
Stock-based compensation		—			—			2,908			2,908
Interest expense, net		—			—			9,164			9,164
Loss on extinguishment of debt		—			—			5,334			5,334
Income (loss) before income taxes	$	22,230		$	17,782		$	(51,813	)	$	(11,801	)

The Company primarily operates within the United States, Australia, Canada, United Kingdom and in various other countries in Europe. Revenues from international customers were $23.3 million and $2.8 million for the three months ended March 31, 2022 and 2021, respectively. Revenues from Australia, United Kingdom and Canada represented $7.8 million, $6.2 million and $8.6 million, respectively for the three months ended March 31, 2022. Revenues earned from goods transferred to customers at a point in time were approximately $9.3 million and less than $0.1 million for the three months ended March 31, 2022 and 2021, respectively.

- 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
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI http://asc.fasb.org/topic&trid=2134510

+ Details

Guarantor/Non-Guarantor Financial Information

3 Months Ended

Mar. 31, 2022

Condensed Financial Information Disclosure [Abstract]

Guarantor/Non-Guarantor Financial Information

15. Guarantor/Non-Guarantor Financial Information

VM Consolidated, Inc., a wholly owned subsidiary of the Company, is the lead borrower of the 2021 Term Loan, Senior Notes and the Revolver. VM Consolidated, Inc. is owned by the Company through a series of holding companies that ultimately end with the Company. VM Consolidated, Inc. is wholly owned by Greenlight Acquisition Corporation, which is wholly owned by Greenlight Intermediate Holding Corporation, which is wholly owned by Greenlight Holding Corporation, which is wholly owned by Verra Mobility Holdings, LLC, which is wholly owned by Verra Mobility Corporation or the Company. The principal elimination entries relate to investments in subsidiaries and intercompany balances and transactions, including transactions with the Company’s wholly owned guarantor subsidiaries and non-guarantor subsidiaries.

The following financial information presents the condensed consolidated balance sheets as of March 31, 2022 and the related condensed consolidated statements of operations and comprehensive income and condensed consolidated statement of cash flows for the three months ended March 31, 2022 for the Company, the combined guarantor subsidiaries and the combined non-guarantor subsidiaries.

Verra Mobility Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

at March 31, 2022

(Unaudited)


($ in thousands)	Verra Mobility Corporation (Ultimate Parent)		Guarantor Subsidiaries		Non- guarantor Subsidiaries		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—	$	60,209	$	33,168	$	—		$	93,377
Restricted cash		—		3,915		101		—			4,016
Accounts receivable (net of allowance for credit loss of $14.3 million )		—		158,861		13,045		—			171,906
Unbilled receivables		—		35,524		3,960		—			39,484
Investment in subsidiary		106,556		156,179		—		(262,735	)		—
Inventory, net		—		1,124		14,327		—			15,451
Prepaid expenses and other current assets		—		28,386		10,359		—			38,745
Total current assets		106,556		444,198		74,960		(262,735	)		362,979
Installation and service parts, net		—		15,491		—		—			15,491
Property and equipment, net		—		82,450		16,901		—			99,351
Operating lease assets		—		32,075		7,869		—			39,944
Intangible assets, net		—		344,457		115,626		—			460,083
Goodwill		—		689,501		148,409		—			837,910
Due from affiliates		169,259		—		—		(169,259	)		—
Other non-current assets		—		4,566		4,161		—			8,727
Total assets	$	275,815	$	1,612,738	$	367,926	$	(431,994	)	$	1,824,485
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	—	$	47,124	$	15,925	$	—		$	63,049
Deferred revenue		—		15,699		11,670		—			27,369
Accrued liabilities		—		35,592		11,076		—			46,668
Payable to related party pursuant to tax receivable agreement, current portion		—		5,107		—		—			5,107
Current portion of long-term debt		—		11,952		—		—			11,952
Total current liabilities		—		115,474		38,671		—			154,145
Long-term debt, net of current portion		—		1,206,276		—		—			1,206,276
Operating lease liabilities, net of current portion		—		29,961		5,889		—			35,850
Payable to related party pursuant to tax receivable agreement, net of current portion		—		56,615		—		—			56,615
Private placement warrant liabilities		—		42,200		—		—			42,200
Due to affiliates		—		27,173		142,086		(169,259	)		—
Asset retirement obligation		—		12,006		26		—			12,032
Deferred tax liabilities, net		—		3,222		25,064		—			28,286
Other long-term liabilities		—		13,255		11		—			13,266
Total liabilities		—		1,506,182		211,747		(169,259	)		1,548,670
Total stockholders' equity		275,815		106,556		156,179		(262,735	)		275,815
Total liabilities and stockholders' equity	$	275,815	$	1,612,738	$	367,926	$	(431,994	)	$	1,824,485

Verra Mobility Corporation and Subsidiaries

Condensed Consolidated Statements of Operations and Comprehensive Income

Three Months Ended March 31, 2022

(Unaudited)


($ in thousands)	Verra Mobility Corporation (Ultimate Parent)			Guarantor Subsidiaries			Non- guarantor Subsidiaries			Eliminations			Consolidated
Service revenue	$	—		$	143,164		$	17,970		$	—		$	161,134
Product sales		—			4,875			4,376			—			9,251
Total revenue		—			148,039			22,346			—			170,385
Cost of service revenue		—			2,475			1,304			—			3,779
Cost of product sales		—			2,825			3,170			—			5,995
Operating expenses		—			41,965			9,098			—			51,063
Selling, general and administrative expenses		—			35,603			6,032			—			41,635
Depreciation, amortization and (gain) loss on disposal of assets, net		—			30,739			5,168			—			35,907
Total costs and expenses		—			113,607			24,772			—			138,379
Income (loss) from operations		—			34,432			(2,426	)		—			32,006
Income from equity investment		(10,040	)		1,312			—			8,728			—
Interest expense, net		—			14,279			—			—			14,279
Change in fair value of private placement warrants		—			3,734			—			—			3,734
Other income, net		—			(2,688	)		(178	)		—			(2,866	)
Total other (income) expenses		(10,040	)		16,637			(178	)		8,728			15,147
Income (loss) before income taxes		10,040			17,795			(2,248	)		(8,728	)		16,859
Income tax provision (benefit)		—			7,755			(936	)		—			6,819
Net income (loss)	$	10,040		$	10,040		$	(1,312	)	$	(8,728	)	$	10,040
Other comprehensive income:
Change in foreign currency translation adjustment		—			—			2,708			—			2,708
Total comprehensive income	$	10,040		$	10,040		$	1,396		$	(8,728	)	$	12,748

Verra Mobility Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows

Three Months Ended March 31, 2022

(Unaudited)


($ in thousands)	Verra Mobility Corporation (Ultimate Parent)			Guarantor Subsidiaries			Non- guarantor Subsidiaries			Eliminations			Consolidated
Cash Flows from Operating Activities:
Net income (loss)	$	10,040		$	10,040		$	(1,312	)	$	(8,728	)	$	10,040
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		—			30,507			5,168			—			35,675
Amortization of deferred financing costs and discounts		—			1,306			—			—			1,306
Change in fair value of private placement warrants		—			3,734			—			—			3,734
Credit loss expense		—			3,372			133			—			3,505
Deferred income taxes		—			(19,247	)		476			—			(18,771	)
Stock-based compensation		—			4,446			—			—			4,446
Other		—			354			—			—			354
Income from equity investment		(10,040	)		1,312			—			8,728			—
Changes in operating assets and liabilities:
Accounts receivable, net		—			(12,054	)		(2,246	)		—			(14,300	)
Unbilled receivables		—			(11,305	)		1,040			—			(10,265	)
Inventory, net		—			(2,559	)		(3,163	)		—			(5,722	)
Prepaid expenses and other assets		—			9,173			(938	)		—			8,235
Deferred revenue		—			(1,470	)		1,516			—			46
Accounts payable and other current liabilities		—			2,670			(3,147	)		—			(477	)
Due to affiliates		—			(1,148	)		1,148			—			—
Other liabilities		—			13,329			112			—			13,441
Net cash provided by (used in) operating activities		—			32,460			(1,213	)		—			31,247
Cash Flows from Investing Activities:
Payment of contingent consideration		—			(412	)		—			—			(412	)
Purchases of installation and service parts and property and equipment		—			(8,286	)		(3,192	)		—			(11,478	)
Cash proceeds from the sale of assets		—			25			—			—			25
Net cash used in investing activities		—			(8,673	)		(3,192	)		—			(11,865	)
Cash Flows from Financing Activities:
Repayment on the revolver		—			(25,000	)		—			—			(25,000	)
Repayment of long-term debt		—			(2,255	)		—			—			(2,255	)
Payment of debt issuance costs		—			(54	)		—			—			(54	)
Proceeds from the exercise of stock options		—			93			—			—			93
Payment of employee tax withholding related to RSUs vesting		—			(1,436	)		—			—			(1,436	)
Net cash used in financing activities		—			(28,652	)		—			—			(28,652	)
Effect of exchange rate changes on cash and cash equivalents		—			—			2,231			—			2,231
Net decrease in cash, cash equivalents and restricted cash		—			(4,865	)		(2,174	)		—			(7,039	)
Cash, cash equivalents and restricted cash - beginning of period		—			68,989			35,443			—			104,432
Cash, cash equivalents and restricted cash - end of period	$	—		$	64,124		$	33,269		$	—		$	97,393

Verra Mobility Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows (Continued)

Three Months Ended March 31, 2022

(Unaudited)


	Verra Mobility Corporation (Ultimate Parent)		Guarantor Subsidiaries		Non- guarantor Subsidiaries		Eliminations		Consolidated
Supplemental cash flow information:
Interest paid	$	—	$	8,188	$	—	$	—	$	8,188
Income taxes paid, net of refunds		—		1,124		23		—		1,147
Supplemental non-cash investing and financing activities:
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end		—		4,057		—		—		4,057

Subsequent Event

3 Months Ended

Mar. 31, 2022

Subsequent Events [Abstract]

Subsequent Event

16. Subsequent Event

On May 7, 2022, the Company’s Board of Directors authorized a share repurchase program for up to an aggregate amount of $125 million of its outstanding shares of Class A common stock over the next twelve months. The level at which the Company repurchases depends on a number of factors, including its financial condition, capital requirements, cash flows, results of operations, future business prospects and other factors its management may deem relevant. The timing, volume and nature of repurchases are subject to market conditions, applicable securities laws and other factors and may be amended, suspended or discontinued at any time.

Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2022

Accounting Policies [Abstract]

Principles of Consolidation

Use of Estimates

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

Concentration of Credit Risk


	Three Months Ended March 31,
	2022			2021
City of New York Department of Transportation		19.3	%		24.4	%

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


	Three Months Ended March 31,
	2022			2021
Hertz Corporation		11.1	%		13.8	%
Avis Budget Group, Inc.		11.4	%		11.2	%
Enterprise Holdings, Inc.		9.0	%		14.5	%

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

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

Allowance for Credit Loss

Allowance for Credit Losses


($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)			Government Solutions		Parking Solutions			Total
Balance at January 1, 2022	$	5,397		$	3,092		$	3,649	$	—		$	12,138
Credit loss expense		2,868			246			232		159			3,505
Write-offs, net of recoveries		(1,221	)		(15	)		—		(108	)		(1,344	)
Balance at March 31, 2022	$	7,044		$	3,323		$	3,881	$	51		$	14,299


($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)		Government Solutions			Total
Balance at January 1, 2021	$	3,210		$	4,277	$	3,984		$	11,471
Credit loss expense		2,252			143		7			2,402
Write-offs, net of recoveries		(1,722	)		2		(21	)		(1,741	)
Balance at March 31, 2021	$	3,740		$	4,422	$	3,970		$	12,132

(1)

Deferred Revenue

Recent Accounting Pronouncements

Accounting Standards Adopted

Accounting Standards Not Yet Adopted

Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2022

Accounting Policies [Abstract]

Summary of Concentration of Credit Risk

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


	Three Months Ended March 31,
	2022			2021
City of New York Department of Transportation		19.3	%		24.4	%

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


	Three Months Ended March 31,
	2022			2021
Hertz Corporation		11.1	%		13.8	%
Avis Budget Group, Inc.		11.4	%		11.2	%
Enterprise Holdings, Inc.		9.0	%		14.5	%

Summary of Activity in Allowance for Credit Loss

The following presents the activity in the allowance for credit losses for the three months ended March 31, 2022 and 2021, 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		2,868			246			232		159			3,505
Write-offs, net of recoveries		(1,221	)		(15	)		—		(108	)		(1,344	)
Balance at March 31, 2022	$	7,044		$	3,323		$	3,881	$	51		$	14,299


($ in thousands)	Commercial Services (Driver-billed) (1)			Commercial Services (All other)		Government Solutions			Total
Balance at January 1, 2021	$	3,210		$	4,277	$	3,984		$	11,471
Credit loss expense		2,252			143		7			2,402
Write-offs, net of recoveries		(1,722	)		2		(21	)		(1,741	)
Balance at March 31, 2021	$	3,740		$	4,422	$	3,970		$	12,132

Acquisition (Tables)

3 Months Ended

Mar. 31, 2022

Redflex Holdings Limited

Summary of Allocation of Preliminary Purchase Consideration

The final allocation of the purchase consideration is summarized as follows:


($ in thousands)
Assets acquired
Cash and cash equivalents	$	8,760
Restricted cash		2,163
Accounts receivable		6,870
Unbilled receivables		5,283
Property and equipment		29,809
Deferred tax assets		10,315
Other assets		19,247
Trademark		900
Customer relationships		25,900
Developed technology		18,200
Total assets acquired		127,447

Liabilities assumed
Accounts payable and accrued liabilities		31,936
Deferred revenue		8,048
Long-term debt		14,014
Other long-term liabilities		11,736
Total liabilities assumed		65,734
Goodwill		56,214
Total purchase consideration	$	117,927

T2 Systems Acquisition

Summary of Allocation of Preliminary Purchase Consideration

The allocation of the preliminary purchase consideration is summarized as follows:


($ in thousands)
Assets acquired
Cash and cash equivalents	$	13,866
Restricted cash		228
Accounts receivable		9,673
Unbilled receivables		2,153
Inventory		7,467
Property and equipment		3,336
Prepaid and other assets		7,477
Trademark		3,200
Customer relationships		164,300
Developed technology		19,300
Total assets acquired		231,000

Liabilities assumed
Accounts payable and accrued liabilities		10,379
Deferred revenue		21,253
Deferred tax liability		37,129
Other liabilities		4,228
Total liabilities assumed		72,989
Goodwill		195,226
Total assets acquired and liabilities assumed	$	353,237

Prepaid Expenses and Other Current Assets (Tables)

3 Months Ended

Mar. 31, 2022

Prepaid Expense and Other Assets, Current [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

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


($ in thousands)	March 31, 2022		December 31, 2021
Prepaid services	$	9,317	$	8,643
Prepaid tolls		9,139		7,539
Deposits		6,878		6,742
Prepaid computer maintenance		3,545		3,742
Prepaid insurance		2,707		4,293
Prepaid income taxes		3,383		5,324
Costs to fulfill a customer contract		2,450		3,364
Other		1,326		1,809
Total prepaid expenses and other current assets	$	38,745	$	41,456

Goodwill and Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2022

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
Foreign currency translation adjustment		(1,519	)		562		—		(957	)
Balance at March 31, 2022	$	423,562		$	215,962	$	198,386	$	837,910

Schedule of Intangible Assets of Respective Period Ends

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


	March 31, 2022						December 31, 2021
	Weighted						Weighted
	Average	Gross					Average	Gross
	Remaining	Carrying			Accumulated		Remaining	Carrying			Accumulated
($ in thousands)	Useful Life	Amount			Amortization		Useful Life	Amount			Amortization
Trademarks	0.5 years	$	36,203		$	31,617	0.5 years	$	36,225		$	31,429
Non-compete agreements	0.8 years		62,544			53,121	1.0 years		62,555			49,982
Customer relationships	6.3 years		561,227			182,326	6.5 years		561,767			167,255
Developed technology	1.9 years		203,102			135,929	2.2 years		202,768			127,350
Gross carrying value of intangible assets			863,076		$	402,993			863,315		$	376,016
Less: accumulated amortization			(402,993	)					(376,016	)
Intangible assets, net		$	460,083					$	487,299

Estimated Amortization Expense in Future Years

Estimated amortization expense in future years is expected to be:


($ in thousands)
Remainder of 2022	$	79,107
2023		77,781
2024		67,295
2025		64,597
2026		57,525
Thereafter		113,778
Total	$	460,083

Accrued Liabilities (Tables)

3 Months Ended

Mar. 31, 2022

Payables and Accruals [Abstract]

Schedule of Accrued Liabilities

Accrued liabilities consist of the following at:


($ in thousands)	March 31, 2022		December 31, 2021
Accrued salaries and wages	$	12,101	$	15,744
Income taxes payable		9,436		1,517
Accrued interest payable		8,995		4,209
Current portion of operating lease liabilities		5,989		5,760
Restricted cash due to customers		3,654		3,062
Payroll liabilities		1,985		1,876
Other		4,508		6,267
Total accrued liabilities	$	46,668	$	38,435

Long-term Debt (Tables)

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

Summary of the Company's Long-term Debt

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


($ in thousands)	March 31, 2022			December 31, 2021
2021 Term Loan, due 2028	$	892,870		$	895,125
Senior Notes, due 2029		350,000			350,000
PPP Loan		2,933			2,933
Revolver		—			25,000
Less: original issue discounts		(6,478	)		(6,753	)
Less: unamortized deferred financing costs		(21,097	)		(22,551	)
Total long-term debt		1,218,228			1,243,754
Less: current portion of long-term debt		(11,952	)		(36,952	)
Total long-term debt, net of current portion	$	1,206,276		$	1,206,802

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.

+ References

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

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

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

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=123467817&loc=d3e21506-112644

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

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

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

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=123467817&loc=d3e21521-112644

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=123467817&loc=d3e21538-112644

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

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

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=123467817&loc=d3e21475-112644

+ Details

Fair Value of Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Carrying Value and Estimated Fair Value of Long-term Debt

The carrying value and the estimated fair value are as follows:


	Level in	March 31, 2022				December 31, 2021
	Fair Value	Carrying		Estimated		Carrying		Estimated
($ in thousands)	Hierarchy	Amount		Fair Value		Amount		Fair Value
2021 Term Loan	2	$	870,209	$	889,522	$	871,467	$	895,125
Senior Notes	2		345,086		330,313		344,918		355,250
Revolver	2		—		—		24,435		25,000

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


	March 31, 2022			December 31, 2021
Stock price	$	16.28		$	15.43
Strike price	$	11.50		$	11.50
Volatility		47.0	%		48.0	%
Remaining life (in years)		1.5			1.8
Risk-free interest rate		1.99	%		0.66	%
Expected dividend yield		0.0	%		0.0	%
Estimated fair value	$	6.33		$	5.77

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

The following summarizes the changes in fair value of private placement warrant liabilities included in net income (loss) for the respective periods:


	Three Months Ended March 31,
($ in thousands)	2022		2021
Beginning balance	$	38,466	$	30,866
Change in fair value of private placement warrants		3,734		2,067
Ending balance	$	42,200	$	32,933

Net Income Per Share (Tables)

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Schedule of Components of Basic and Diluted Net Income Per Share

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


	Three Months Ended March 31,
(In thousands, except per share data)	2022		2021
Numerator:
Net income (loss)	$	10,040	$	(8,915	)
Denominator:
Weighted average shares - basic		156,130		162,297
Common stock equivalents		4,619		—
Weighted average shares - diluted		160,749		162,297
Net income (loss) per share - basic	$	0.06	$	(0.05	)
Net income (loss) per share - diluted	$	0.06	$	(0.05	)
Antidilutive shares excluded from diluted net income (loss) per share:
Contingently issuable shares (1)		5,000		5,000
Public warrants		—		13,333
Private placement warrants		6,667		6,667
Non-qualified stock options		710		1,205
Performance share units		—		229
Restricted stock units		32		2,582
Total antidilutive shares excluded		12,409		29,016

(1) Contingently issuable shares relate to the earn-out agreement as discussed in Note 12, Related Party Transactions.

Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Schedule of Components of Stock Based Compensation Expense

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


	Three Months Ended March 31,
($ in thousands)	2022		2021
Operating expenses	$	214	$	194
Selling, general and administrative expenses		4,232		2,714
Total stock-based compensation expense	$	4,446	$	2,908

Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2022

Summary of Earn Out Shares Issued by Company to Platinum Stockholder

The Earn-Out Shares are issued by the Company to the Platinum Stockholder as follows:


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

(a)

The first and second tranches of Earn-Out Shares have been issued, as discussed below.

Segment Reporting (Tables)

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Financial Information by Segment

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


	For the Three Months Ended March 31, 2022
	Commercial			Government		Parking			Corporate
($ in thousands)	Services			Solutions		Solutions			and Other			Total
Service revenue	$	73,465		$	73,224	$	14,445		$	—		$	161,134
Product sales		—			5,604		3,647			—			9,251
Total revenue		73,465			78,828		18,092			—			170,385
Cost of service revenue		602			473		2,704			—			3,779
Cost of product sales		—			3,727		2,268			—			5,995
Operating expenses		15,947			32,391		2,511			—			50,849
Selling, general and administrative expenses		13,276			16,455		7,672			—			37,403
Other (income) expense, net		(2,955	)		72		17			—			(2,866	)
Segment profit (loss)	$	46,595		$	25,710	$	2,920		$	—		$	75,225
Segment profit (loss)	$	46,595		$	25,710	$	2,920		$	—		$	75,225
Depreciation and amortization		—			—		—			35,675			35,675
Loss (gain) on disposal of assets, net		—			241		(9	)		—			232
Change in fair value of private placement warrants		—			—		—			3,734			3,734
Stock-based compensation		—			—		—			4,446			4,446
Interest expense, net		—			—		—			14,279			14,279
Income (loss) before income taxes	$	46,595		$	25,469	$	2,929		$	(58,134	)	$	16,859


	For the Three Months Ended March 31, 2021
	Commercial			Government			Corporate
($ in thousands)	Services			Solutions			and Other			Total
Service revenue	$	45,689		$	44,074		$	—		$	89,763
Product sales		—			95			—			95
Total revenue		45,689			44,169			—			89,858
Cost of service revenue		531			349			—			880
Cost of product sales		—			27			—			27
Operating expenses		14,206			16,092			—			30,298
Selling, general and administrative expenses		10,792			10,811			4,126			25,729
Other income, net		(2,070	)		(943	)		—			(3,013	)
Segment profit (loss)	$	22,230		$	17,833		$	(4,126	)	$	35,937
Segment profit (loss)	$	22,230		$	17,833		$	(4,126	)	$	35,937
Depreciation and amortization		—			—			28,214			28,214
Loss on disposal of assets, net		—			51			—			51
Change in fair value of private placement warrants		—			—			2,067			2,067
Stock-based compensation		—			—			2,908			2,908
Interest expense, net		—			—			9,164			9,164
Loss on extinguishment of debt		—			—			5,334			5,334
Income (loss) before income taxes	$	22,230		$	17,782		$	(51,813	)	$	(11,801	)

Guarantor/Non-Guarantor Financial Information (Tables)

3 Months Ended

Mar. 31, 2022

Condensed Financial Information Disclosure [Abstract]

Summary of Condensed Consolidated Balance Sheets

Verra Mobility Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

at March 31, 2022

(Unaudited)


($ in thousands)	Verra Mobility Corporation (Ultimate Parent)		Guarantor Subsidiaries		Non- guarantor Subsidiaries		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—	$	60,209	$	33,168	$	—		$	93,377
Restricted cash		—		3,915		101		—			4,016
Accounts receivable (net of allowance for credit loss of $14.3 million )		—		158,861		13,045		—			171,906
Unbilled receivables		—		35,524		3,960		—			39,484
Investment in subsidiary		106,556		156,179		—		(262,735	)		—
Inventory, net		—		1,124		14,327		—			15,451
Prepaid expenses and other current assets		—		28,386		10,359		—			38,745
Total current assets		106,556		444,198		74,960		(262,735	)		362,979
Installation and service parts, net		—		15,491		—		—			15,491
Property and equipment, net		—		82,450		16,901		—			99,351
Operating lease assets		—		32,075		7,869		—			39,944
Intangible assets, net		—		344,457		115,626		—			460,083
Goodwill		—		689,501		148,409		—			837,910
Due from affiliates		169,259		—		—		(169,259	)		—
Other non-current assets		—		4,566		4,161		—			8,727
Total assets	$	275,815	$	1,612,738	$	367,926	$	(431,994	)	$	1,824,485
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	—	$	47,124	$	15,925	$	—		$	63,049
Deferred revenue		—		15,699		11,670		—			27,369
Accrued liabilities		—		35,592		11,076		—			46,668
Payable to related party pursuant to tax receivable agreement, current portion		—		5,107		—		—			5,107
Current portion of long-term debt		—		11,952		—		—			11,952
Total current liabilities		—		115,474		38,671		—			154,145
Long-term debt, net of current portion		—		1,206,276		—		—			1,206,276
Operating lease liabilities, net of current portion		—		29,961		5,889		—			35,850
Payable to related party pursuant to tax receivable agreement, net of current portion		—		56,615		—		—			56,615
Private placement warrant liabilities		—		42,200		—		—			42,200
Due to affiliates		—		27,173		142,086		(169,259	)		—
Asset retirement obligation		—		12,006		26		—			12,032
Deferred tax liabilities, net		—		3,222		25,064		—			28,286
Other long-term liabilities		—		13,255		11		—			13,266
Total liabilities		—		1,506,182		211,747		(169,259	)		1,548,670
Total stockholders' equity		275,815		106,556		156,179		(262,735	)		275,815
Total liabilities and stockholders' equity	$	275,815	$	1,612,738	$	367,926	$	(431,994	)	$	1,824,485

Summary of Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

Verra Mobility Corporation and Subsidiaries

Condensed Consolidated Statements of Operations and Comprehensive Income

Three Months Ended March 31, 2022

(Unaudited)


($ in thousands)	Verra Mobility Corporation (Ultimate Parent)			Guarantor Subsidiaries			Non- guarantor Subsidiaries			Eliminations			Consolidated
Service revenue	$	—		$	143,164		$	17,970		$	—		$	161,134
Product sales		—			4,875			4,376			—			9,251
Total revenue		—			148,039			22,346			—			170,385
Cost of service revenue		—			2,475			1,304			—			3,779
Cost of product sales		—			2,825			3,170			—			5,995
Operating expenses		—			41,965			9,098			—			51,063
Selling, general and administrative expenses		—			35,603			6,032			—			41,635
Depreciation, amortization and (gain) loss on disposal of assets, net		—			30,739			5,168			—			35,907
Total costs and expenses		—			113,607			24,772			—			138,379
Income (loss) from operations		—			34,432			(2,426	)		—			32,006
Income from equity investment		(10,040	)		1,312			—			8,728			—
Interest expense, net		—			14,279			—			—			14,279
Change in fair value of private placement warrants		—			3,734			—			—			3,734
Other income, net		—			(2,688	)		(178	)		—			(2,866	)
Total other (income) expenses		(10,040	)		16,637			(178	)		8,728			15,147
Income (loss) before income taxes		10,040			17,795			(2,248	)		(8,728	)		16,859
Income tax provision (benefit)		—			7,755			(936	)		—			6,819
Net income (loss)	$	10,040		$	10,040		$	(1,312	)	$	(8,728	)	$	10,040
Other comprehensive income:
Change in foreign currency translation adjustment		—			—			2,708			—			2,708
Total comprehensive income	$	10,040		$	10,040		$	1,396		$	(8,728	)	$	12,748

Summary of Condensed Consolidated Statements of Cash Flows

Verra Mobility Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows

Three Months Ended March 31, 2022

(Unaudited)


($ in thousands)	Verra Mobility Corporation (Ultimate Parent)			Guarantor Subsidiaries			Non- guarantor Subsidiaries			Eliminations			Consolidated
Cash Flows from Operating Activities:
Net income (loss)	$	10,040		$	10,040		$	(1,312	)	$	(8,728	)	$	10,040
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		—			30,507			5,168			—			35,675
Amortization of deferred financing costs and discounts		—			1,306			—			—			1,306
Change in fair value of private placement warrants		—			3,734			—			—			3,734
Credit loss expense		—			3,372			133			—			3,505
Deferred income taxes		—			(19,247	)		476			—			(18,771	)
Stock-based compensation		—			4,446			—			—			4,446
Other		—			354			—			—			354
Income from equity investment		(10,040	)		1,312			—			8,728			—
Changes in operating assets and liabilities:
Accounts receivable, net		—			(12,054	)		(2,246	)		—			(14,300	)
Unbilled receivables		—			(11,305	)		1,040			—			(10,265	)
Inventory, net		—			(2,559	)		(3,163	)		—			(5,722	)
Prepaid expenses and other assets		—			9,173			(938	)		—			8,235
Deferred revenue		—			(1,470	)		1,516			—			46
Accounts payable and other current liabilities		—			2,670			(3,147	)		—			(477	)
Due to affiliates		—			(1,148	)		1,148			—			—
Other liabilities		—			13,329			112			—			13,441
Net cash provided by (used in) operating activities		—			32,460			(1,213	)		—			31,247
Cash Flows from Investing Activities:
Payment of contingent consideration		—			(412	)		—			—			(412	)
Purchases of installation and service parts and property and equipment		—			(8,286	)		(3,192	)		—			(11,478	)
Cash proceeds from the sale of assets		—			25			—			—			25
Net cash used in investing activities		—			(8,673	)		(3,192	)		—			(11,865	)
Cash Flows from Financing Activities:
Repayment on the revolver		—			(25,000	)		—			—			(25,000	)
Repayment of long-term debt		—			(2,255	)		—			—			(2,255	)
Payment of debt issuance costs		—			(54	)		—			—			(54	)
Proceeds from the exercise of stock options		—			93			—			—			93
Payment of employee tax withholding related to RSUs vesting		—			(1,436	)		—			—			(1,436	)
Net cash used in financing activities		—			(28,652	)		—			—			(28,652	)
Effect of exchange rate changes on cash and cash equivalents		—			—			2,231			—			2,231
Net decrease in cash, cash equivalents and restricted cash		—			(4,865	)		(2,174	)		—			(7,039	)
Cash, cash equivalents and restricted cash - beginning of period		—			68,989			35,443			—			104,432
Cash, cash equivalents and restricted cash - end of period	$	—		$	64,124		$	33,269		$	—		$	97,393

Verra Mobility Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows (Continued)

Three Months Ended March 31, 2022

(Unaudited)


	Verra Mobility Corporation (Ultimate Parent)		Guarantor Subsidiaries		Non- guarantor Subsidiaries		Eliminations		Consolidated
Supplemental cash flow information:
Interest paid	$	—	$	8,188	$	—	$	—	$	8,188
Income taxes paid, net of refunds		—		1,124		23		—		1,147
Supplemental non-cash investing and financing activities:
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end		—		4,057		—		—		4,057

Description of Business - Additional Information (Details)	3 Months Ended
	Mar. 31, 2022 Segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	3

Significant Accounting Policies - Additional Information (Details)	3 Months Ended		12 Months Ended
	Mar. 31, 2022 USD ($) Customer	Mar. 31, 2021 USD ($) Customer	Dec. 31, 2021 USD ($)
Summary Of Significant Accounting Principles And Policies [Line Items]
Net income (loss)	$ 10,040,000	$ (8,915,000)
Additional paid-in capital	312,986,000		$ 309,883,000
Accumulated deficit	(71,376,000)		(81,416,000)
Revenue	170,385,000	89,858,000
Interest or late fees charged on delinquent accounts	0
Deferred Revenue, Revenue Recognized	3,500,000
Product Sales
Summary Of Significant Accounting Principles And Policies [Line Items]
Revenue	9,251,000	95,000
Service Revenue
Summary Of Significant Accounting Principles And Policies [Line Items]
Revenue	161,134,000	$ 89,763,000
Parking Solutions
Summary Of Significant Accounting Principles And Policies [Line Items]
Deferred Revenue	20,000,000.0		20,900,000
Government Solutions and Parking Solutions customers
Summary Of Significant Accounting Principles And Policies [Line Items]
Deferred Revenue	$ 10,000,000.0		$ 8,900,000
Customer Concentration Risk \| Sales Revenue \| Parking Solutions
Summary Of Significant Accounting Principles And Policies [Line Items]
Number of customers exceeds 10% \| Customer	0
Customer Concentration Risk \| Sales Revenue \| Government Solutions
Summary Of Significant Accounting Principles And Policies [Line Items]
Number of customers exceeds 10% \| Customer	10	10
Customer Concentration Risk \| Sales Revenue \| Minimum
Summary Of Significant Accounting Principles And Policies [Line Items]
Concentration risk percentage	10.00%
Customer Concentration Risk \| Accounts Receivable \| City of New York Department of Transportation
Summary Of Significant Accounting Principles And Policies [Line Items]
Concentration risk percentage	29.00%		39.00%
Customer Concentration Risk \| Accounts Receivable \| Commercial Services
Summary Of Significant Accounting Principles And Policies [Line Items]
Number of customers exceeds 10% \| Customer	0	0
Customer Concentration Risk \| Accounts Receivable \| Minimum
Summary Of Significant Accounting Principles And Policies [Line Items]
Concentration risk percentage	10.00%

Significant Accounting Policies - Summary of Concentration of Credit Risk (Details) - Sales Revenue - Customer Concentration Risk	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Government Solutions \| City of New York Department of Transportation
Concentration Risk [Line Items]
Concentration risk percentage	19.30%	24.40%
Commercial Services \| Hertz Corporation
Concentration Risk [Line Items]
Concentration risk percentage	11.10%	13.80%
Commercial Services \| Avis Budget Group, Inc.
Concentration Risk [Line Items]
Concentration risk percentage	11.40%	11.20%
Commercial Services \| Enterprise Holdings, Inc.
Concentration Risk [Line Items]
Concentration risk percentage	9.00%	14.50%

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

3 Months Ended

Mar. 31, 2022

Mar. 31, 2021

Accounts Notes And Loans Receivable [Line Items]

Balance

$ 12,138

$ 11,471

Credit loss expense

3,505

2,402

Write-offs, net of recoveries

(1,344)

(1,741)

Balance

14,299

12,132

Parking Solutions

Accounts Notes And Loans Receivable [Line Items]

Balance

Credit loss expense

159

Write-offs, net of recoveries

(108)

Balance

Commercial Services (Driver Billed)

Accounts Notes And Loans Receivable [Line Items]

Balance

^[1]

5,397

3,210

Credit loss expense

^[1]

2,868

2,252

Write-offs, net of recoveries

^[1]

(1,221)

(1,722)

Balance

^[1]

7,044

3,740

Commercial Services (All Other)

Accounts Notes And Loans Receivable [Line Items]

Balance

3,092

4,277

Credit loss expense

246

143

Write-offs, net of recoveries

(15)

(2)

Balance

3,323

4,422

Government Solutions

Accounts Notes And Loans Receivable [Line Items]

Balance

3,649

3,984

Credit loss expense

232

Write-offs, net of recoveries

(21)

Balance

$ 3,881

$ 3,970

[1]

Acquisition - Additional Information (Details) $ / shares in Units, $ in Thousands, $ in Millions					3 Months Ended	12 Months Ended
	Dec. 13, 2021 USD ($)	Dec. 07, 2021 USD ($)	Jun. 17, 2021 AUD ($) Unit	Jun. 17, 2021 USD ($) Unit $ / shares	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Business Acquisition [Line Items]
Goodwill					$ 837,910	$ 838,867
Redflex Holdings Limited
Business Acquisition [Line Items]
Date of acquisition					Jun. 17, 2021
Number of reporting units \| Unit			2	2
Goodwill				$ 56,214
Redflex Holdings Limited \| Trademarks
Business Acquisition [Line Items]
Identifiable intangible assets useful life			5 years	5 years
Intangible assets				$ 900
Redflex Holdings Limited \| Customer Relationships
Business Acquisition [Line Items]
Identifiable intangible assets useful life			10 years	10 years
Intangible assets				$ 25,900
Redflex Holdings Limited \| Developed Technology
Business Acquisition [Line Items]
Identifiable intangible assets useful life			8 years 8 months 12 days	8 years 8 months 12 days
Intangible assets				$ 18,200
Redflex Holdings Limited \| Scheme Amendment
Business Acquisition [Line Items]
Purchase percentage of outstanding equity				100.00%
Consideration payable per share \| $ / shares				$ 0.96
Consideration amount			$ 152.5	$ 117,900
Transaction costs related to acquisition				$ 9,700
T2 Systems Acquisition
Business Acquisition [Line Items]
Date of acquisition		Dec. 07, 2021
Goodwill		$ 195,226
T2 Systems Acquisition \| Trademarks
Business Acquisition [Line Items]
Identifiable intangible assets useful life		10 years
Intangible assets		$ 3,200
T2 Systems Acquisition \| Customer Relationships
Business Acquisition [Line Items]
Identifiable intangible assets useful life		10 years
Intangible assets		$ 164,300
T2 Systems Acquisition \| Developed Technology
Business Acquisition [Line Items]
Identifiable intangible assets useful life		6 years 1 month 6 days
Intangible assets		$ 19,300
T2 Systems Acquisition \| T2 Merger Agreement
Business Acquisition [Line Items]
Transaction costs related to acquisition		2,900
Purchase price		$ 353,200
NuPark
Business Acquisition [Line Items]
Date of acquisition	Dec. 13, 2021					Dec. 13, 2021
Identifiable intangible assets useful life	10 years
Intangible assets						$ 300
Purchase price	$ 7,000
Goodwill	$ 3,200
NuPark \| Customer Relationships
Business Acquisition [Line Items]
Intangible assets						$ 4,900

Acquisition - Summary of Allocation of Preliminary Purchase Consideration (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Dec. 07, 2021	Jun. 17, 2021
Liabilities assumed
Goodwill	$ 837,910	$ 838,867
Total purchase consideration/Total assets acquired and liabilities assumed				$ 117,927
Redflex Holdings Limited
Assets acquired
Cash and cash equivalents				8,760
Restricted cash				2,163
Accounts receivable				6,870
Unbilled receivables				5,283
Property and equipment				29,809
Deferred tax assets				10,315
Other assets				19,247
Total assets acquired				127,447
Liabilities assumed
Accounts payable and accrued liabilities				31,936
Deferred revenue				8,048
Long-term debt				14,014
Other long-term liabilities				11,736
Total liabilities assumed				65,734
Goodwill				56,214
T2 Systems Acquisition
Assets acquired
Cash and cash equivalents			$ 13,866
Restricted cash			228
Accounts receivable			9,673
Unbilled receivables			2,153
Inventory			7,467
Property and equipment			3,336
Prepaid and other assets			7,477
Total assets acquired			231,000
Liabilities assumed
Accounts payable and accrued liabilities			10,379
Deferred revenue			21,253
Deferred tax liability			37,129
Other liabilities			4,228
Total liabilities assumed			72,989
Goodwill			195,226
Total purchase consideration/Total assets acquired and liabilities assumed			353,237
Trademarks \| Redflex Holdings Limited
Assets acquired
Intangible assets				900
Trademarks \| T2 Systems Acquisition
Assets acquired
Intangible assets			3,200
Customer Relationships \| Redflex Holdings Limited
Assets acquired
Intangible assets				25,900
Customer Relationships \| T2 Systems Acquisition
Assets acquired
Intangible assets			164,300
Developed Technology \| Redflex Holdings Limited
Assets acquired
Intangible assets				$ 18,200
Developed Technology \| T2 Systems Acquisition
Assets acquired
Intangible assets			$ 19,300

Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid services	$ 9,317	$ 8,643
Prepaid tolls	9,139	7,539
Deposits	6,878	6,742
Prepaid computer maintenance	3,545	3,742
Prepaid insurance	2,707	4,293
Prepaid income taxes	3,383	5,324
Costs to fulfill a customer contract	2,450	3,364
Other	1,326	1,809
Total prepaid expenses and other current assets	$ 38,745	$ 41,456

Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill by Reportable Segment (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)
Goodwill [Line Items]
Balance	$ 838,867
Foreign currency translation adjustment	(957)
Balance	837,910
Commercial Services
Goodwill [Line Items]
Balance	425,081
Foreign currency translation adjustment	(1,519)
Balance	423,562
Government Solutions
Goodwill [Line Items]
Balance	215,400
Foreign currency translation adjustment	562
Balance	215,962
Parking Solutions
Goodwill [Line Items]
Balance	198,386
Foreign currency translation adjustment	0
Balance	$ 198,386

Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill by Reportable Segment (Parenthetical) (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Goodwill [Line Items]
Initial value of goodwill	$ 837,910	$ 838,867

Goodwill and Intangible Assets - Gross Carrying Amount and Accumulated Amortization of Separately Identifiable Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 863,076	$ 863,315
Accumulated Amortization	402,993	376,016
Less: accumulated amortization	(402,993)	(376,016)
Intangible assets, net	$ 460,083	$ 487,299
Trademarks
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	6 months	6 months
Gross Carrying Amount	$ 36,203	$ 36,225
Accumulated Amortization	31,617	31,429
Less: accumulated amortization	$ (31,617)	$ (31,429)
Non-compete Agreements
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	9 months 18 days	1 year
Gross Carrying Amount	$ 62,544	$ 62,555
Accumulated Amortization	53,121	49,982
Less: accumulated amortization	$ (53,121)	$ (49,982)
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	6 years 3 months 18 days	6 years 6 months
Gross Carrying Amount	$ 561,227	$ 561,767
Accumulated Amortization	182,326	167,255
Less: accumulated amortization	$ (182,326)	$ (167,255)
Developed Technology
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life	1 year 10 months 24 days	2 years 2 months 12 days
Gross Carrying Amount	$ 203,102	$ 202,768
Accumulated Amortization	135,929	127,350
Less: accumulated amortization	$ (135,929)	$ (127,350)

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Goodwill [Line Items]
Amortization expense	$ 27.3	$ 22.7

Goodwill and Intangible Assets - Estimated Amortization Expense in Future Years (Details) $ in Thousands	Mar. 31, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2022	$ 79,107
2023	77,781
2024	67,295
2025	64,597
2026	57,525
Thereafter	113,778
Total	$ 460,083

Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Payables and Accruals [Abstract]
Accrued salaries and wages	$ 12,101	$ 15,744
Income taxes payable	9,436	1,517
Accrued interest payable	8,995	4,209
Current portion of operating lease liabilities	5,989	5,760
Restricted cash due to customers	3,654	3,062
Payroll liabilities	1,985	1,876
Other	4,508	6,267
Total accrued liabilities	$ 46,668	$ 38,435

Long-term Debt - Summary of the Company's Long-term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Dec. 07, 2021	Mar. 31, 2021
Debt Instrument [Line Items]
Debt instrument carrying amount			$ 250,000
Less: original issue discounts	$ (6,478)	$ (6,753)
Less: unamortized deferred financing costs	(21,097)	(22,551)
Total long-term debt	1,218,228	1,243,754
Less: current portion of long-term debt	(11,952)	(36,952)
Long-term debt, net of current portion	1,206,276	1,206,802
2021 Term Loan, due 2028
Debt Instrument [Line Items]
Debt instrument carrying amount	892,870	895,125		$ 650,000
Less: original issue discounts				(3,300)
Less: unamortized deferred financing costs				(700)
Senior Notes, due 2029
Debt Instrument [Line Items]
Debt instrument carrying amount	350,000	350,000
Less: unamortized deferred financing costs				$ (5,700)
PPP Loan
Debt Instrument [Line Items]
Debt instrument carrying amount	2,933	2,933
Revolver
Debt Instrument [Line Items]
Debt instrument carrying amount	$ 0	$ 25,000

Long-term Debt - Summary of the Company's Long-term Debt (Parenthetical) (Details)	3 Months Ended
	Mar. 31, 2022
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

Long-term Debt - Additional Information (Details) - USD ($)	1 Months Ended	3 Months Ended		12 Months Ended
	Mar. 31, 2021	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021	Dec. 07, 2021
Debt Instrument [Line Items]
Aggregate borrowing					$ 250,000,000
Offering discount cost		$ 6,478,000		$ 6,753,000
Deferred financing costs		21,097,000		22,551,000
Outstanding borrowings		892,900,000
Repayment of outstanding debt		2,255,000	$ 865,642,000
Debt instrument charge		0	5,334,000
Outstanding letters of credit		6,200,000		6,200,000
Interest expense including amortization of deferred financing costs and discounts		$ 14,300,000	$ 9,200,000
Weighted average effective interest rates	4.10%	4.10%	4.10%
2021 Term Loan, due 2028
Debt Instrument [Line Items]
Aggregate borrowing	$ 650,000,000	$ 892,870,000	$ 650,000,000	895,125,000
Debt instrument, maturity date	Mar. 26, 2028
Debt instrument available amount to borrow	$ 250,000,000		250,000,000
Offering discount cost	3,300,000		3,300,000
Deferred financing costs	$ 700,000		700,000
Debt instrument, interest rate during the period		1.00%
Debt instrument interest rate		3.60%
2021 Term Loan, due 2028 \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Debt instrument interest rate per annum		3.25%
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]
Aggregate borrowing		$ 350,000,000		350,000,000
Debt instrument, maturity date	Apr. 15, 2029
Deferred financing costs	$ 5,700,000		5,700,000
Debt instrument, aggregate principal amount	350,000,000		350,000,000
Repayment of outstanding debt			865,600,000
Fixed interest rate		5.50%
Debt instrument, payment terms		payable on April 15 and October 15 of each year
Senior Notes, due 2029 \| Maximum
Debt Instrument [Line Items]
Redemption percentage		40.00%
Incremental Term Loan
Debt Instrument [Line Items]
Offering discount cost					1,300,000
Deferred financing costs					$ 3,800,000
2018 Term Loan
Debt Instrument [Line Items]
Debt instrument charge			(5,300,000)
Write off of preexisting deferred financing costs			4,000.0
Third party costs associated with issuance			1,300,000
PPP Loan
Debt Instrument [Line Items]
Aggregate borrowing		$ 2,933,000		2,933,000
Loan amount outstanding	$ 2,900,000		$ 2,900,000
Revolver
Debt Instrument [Line Items]
Aggregate borrowing		0		25,000,000
Debt instrument available amount to borrow		68,800
Revolving commitment		75,000,000
Outstanding borrowings				$ 25,000,000.0
Outstanding letters of credit		$ 6,200,000
Outstanding Borrowing Repayment Month and Year				2022-01
Debt instrument, periodic payment, interest rate		0.375%
Debt instrument fronting fees		$ 6,200,000
Participation and fronting fees percentage on outstanding letter of credit		1.38%
Revolver \| LIBOR 1.25%
Debt Instrument [Line Items]
Debt instrument interest rate per annum		1.25%
Revolver \| LIBOR 1.50%
Debt Instrument [Line Items]
Debt instrument interest rate per annum		1.50%
Revolver \| LIBOR 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 \| Base Rate 0.75%
Debt Instrument [Line Items]
Debt instrument interest rate per annum		0.75%

Long-term Debt - Schedule of Consolidated First Lien Net Leverage Ratio and Applicable Prepayment Percentage (Details) - 2021 Term Loan, due 2028	3 Months Ended
	Mar. 31, 2022
> 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%

Long-term Debt - Summary of Senior Notes Redemption Prices Set Forth in Percentages by Year (Details) - Senior Notes, due 2029	3 Months Ended
	Mar. 31, 2022
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%

Fair Value of Financial Instruments - Carrying Value and Estimated Fair Value of Long-term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Dec. 07, 2021	Mar. 31, 2021
Debt Instrument [Line Items]
Long-term Debt, Gross			$ 250,000
2021 Term Loan
Debt Instrument [Line Items]
Long-term Debt, Gross	$ 892,870	$ 895,125		$ 650,000
Senior Notes
Debt Instrument [Line Items]
Long-term Debt, Gross	350,000	350,000
Revolver
Debt Instrument [Line Items]
Long-term Debt, Gross	0	25,000
Level 2 \| 2021 Term Loan \| Carrying Amount
Debt Instrument [Line Items]
Long-term Debt, Gross	870,209	871,467
Level 2 \| 2021 Term Loan \| Estimated Fair Value
Debt Instrument [Line Items]
Total long-term debt	889,522	895,125
Level 2 \| Senior Notes \| Carrying Amount
Debt Instrument [Line Items]
Long-term Debt, Gross	345,086	344,918
Level 2 \| Senior Notes \| Estimated Fair Value
Debt Instrument [Line Items]
Total long-term debt	330,313	355,250
Level 2 \| Revolver \| Carrying Amount
Debt Instrument [Line Items]
Long-term Debt, Gross	0	24,435
Level 2 \| Revolver \| Estimated Fair Value
Debt Instrument [Line Items]
Total long-term debt	$ 0	$ 25,000

Fair Value of Financial Instruments - Key Assumptions Used for Measuring Fair Value of Private Placement Warrant Liabilities (Details) - Private Placement Warrant Liabilities - Level 3	Mar. 31, 2022 $ / shares yr	Dec. 31, 2021 $ / shares yr
Stock Price
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	16.28	15.43
Strike Price
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	11.50	11.50
Volatility
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	0.470	0.480
Remaining Life
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility \| yr	1.5	1.8
Risk-free Interest Rate
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	0.0199	0.0066
Expected Dividend Yield
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	0.000	0.000
Estimated Fair Value
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Expected stock price volatility	6.33	5.77

Fair Value of Financial Instruments - Additional Information (Details) $ in Millions		3 Months Ended	12 Months Ended
	Dec. 13, 2021 USD ($)	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Debt Instrument [Line Items]
Investment Owned, at Cost		$ 3.7
NuPark
Debt Instrument [Line Items]
Business combination, contingent consideration payable	$ 1.5	1.1	$ 1.5
Date of acquisition	Dec. 13, 2021		Dec. 13, 2021
Business Combination Cash Consideration	$ 5.0	$ 0.4
Level 3 \| 5% Increase in Measurement Input Price Volatility \| Private Placement Warrant Liabilities
Debt Instrument [Line Items]
Per unit increase in estimated fair value measurement due to changes in volatility rate		0.0026

Fair Value of Financial Instruments - Summary of Changes in the Private Placement Warrant Liabilities Included in Net Income (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Fair Value Disclosures [Abstract]
Beginning balance	$ 38,466	$ 30,866
Change in fair value of private placement warrants	3,734	2,067
Ending balance	$ 42,200	$ 32,933

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

3 Months Ended

Mar. 31, 2022

Mar. 31, 2021

Numerator:

Net income (loss)

$ 10,040

$ (8,915)

Weighted average shares outstanding:

Weighted average shares - basic

156,130,000

162,297,000

Common stock equivalents

4,619,000

Weighted average shares - diluted

160,749,000

162,297,000

Net income per share - basic

$ 0.06

$ (0.05)

Net income per share - diluted

$ 0.06

$ (0.05)

Total antidilutive shares excluded

12,409,000

29,016,000

Contingently Issuable Shares

Weighted average shares outstanding:

Total antidilutive shares excluded

^[1]

5,000,000

Public warrants

Weighted average shares outstanding:

Total antidilutive shares excluded

13,333,000

Private Placement Warrants

Weighted average shares outstanding:

Total antidilutive shares excluded

6,667,000

Non-qualified Stock Options

Weighted average shares outstanding:

Total antidilutive shares excluded

710,000

1,205,000

Performance Share Units

Weighted average shares outstanding:

Total antidilutive shares excluded

229,000

Restricted Stock Units

Weighted average shares outstanding:

Total antidilutive shares excluded

32,000

2,582,000

[1]	(1) Contingently issuable shares relate to the earn-out agreement as discussed in Note 12, Related Party Transactions.

Income Taxes - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Tax [Line Items]
Effective tax rate	40.40%	24.50%
Unrecognized tax benefits increased due to prior tax positions	$ 8.1
Unrecognized tax benefits	11.0
Unrecognized tax benefits, if recognized	$ 2.2
Earliest \| State \| Florida and Georgia
Income Tax [Line Items]
Income tax examination, year under examination	2018
Latest \| State \| Florida and Georgia
Income Tax [Line Items]
Income tax examination, year under examination	2019
Maximum
Income Tax [Line Items]
Accrued interest and penalties	$ 0.1
Maximum \| Redflex Holdings Limited [Member]
Income Tax [Line Items]
Unrecognized tax benefits	$ 8.0

Stock-Based Compensation - Schedule of Components of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 4,446	$ 2,908
Operating Expenses
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	214	194
Selling, General and Administrative Expenses
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 4,232	$ 2,714

Stock-Based Compensation - Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)
Share-based Payment Arrangement [Abstract]
Increase in stock-based compensation expense	$ 1.5

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

3 Months Ended

Jan. 27, 2020

USD ($)

$ / shares

Apr. 26, 2019

$ / shares

Mar. 31, 2022

USD ($)

$ / shares

Mar. 31, 2021

USD ($)

Dec. 31, 2021

USD ($)

Jun. 30, 2021

Oct. 17, 2018

USD ($)

Tax receivable agreement, amount payable, current

$ 5,107

Tax receivable agreement, amount payable, non-current

56,615

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

Revenue

$ 170,385

$ 89,858

Redflex Irish Investments Pty Ltd

Percentage of Non-Voting Interest Acquired

16.00%

Cost method investment

$ 3,700

Revenue

$ 300

Minimum | Platinum Stockholder | Common Stock Price Greater than $13.00

Common stock price threshold trading days

10 days

Minimum | Platinum Stockholder | Common Stock Price Greater than $15.50

Common stock price threshold trading days

10 days

Maximum | Platinum Stockholder | Common Stock Price Greater than $13.00

Common stock price threshold trading days

20 days

Maximum | Platinum Stockholder | Common Stock Price Greater than $15.50

Common stock price threshold trading days

20 days

Verra Mobility Business Combination

Tax Receivable Agreement, portion of net cash savings paid out

50.00%

Tax Receivable Agreement, portion of net cash savings retained

50.00%

Estimated maximum benefit to be paid to tax receivable agreement

$ 70,000

Tax receivable agreement, amount payable

61,700

Tax receivable agreement, amount payable, current

5,100

Tax receivable agreement, amount payable, non-current

$ 56,600

Contingency period

5 years

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

Earn-out shares issuable if condition met | shares

5,000,000

Verra Mobility Business Combination | Platinum Stockholder | Common Stock Price Greater than $13.00 and $15.50 | Common Stock Including Additional Paid in Capital

Earn-out shares issued value

$ 36,600

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

Common stock price | $ / shares

$ 13.00

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

Earn-out shares issued value

$ 0

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

Common stock price | $ / shares

$ 15.50

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

Earn-out shares issued value

$ (36,600)

Verra Mobility Business Combination | Platinum Stockholder | Common Stock Price Greater than $15.50 | Potential Future Shares

Earn-out shares issued value

5,000

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

Contingent consideration

$ 36,600

$ 73,150

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

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

Earn-out shares issuable if condition met | shares

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]

$ 13.00

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]

$ 15.50

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 | Maximum | Platinum Stockholder | Earn-Out Agreement

Earn-out shares issuable if condition met | shares

10,000,000

[1]	The first and second tranches of Earn-Out Shares have been issued, as discussed below.

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

3 Months Ended

Mar. 31, 2022

Jan. 27, 2020

Apr. 26, 2019

Common Stock Price Greater than $13.00

Common Stock Price thresholds

$ 13.00

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

Common Stock Price thresholds

^[1]

$ 13.00

One-time issuance of shares

2,500,000

Common Stock Price Greater than $15.50

Common Stock Price thresholds

$ 15.50

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

Common Stock Price thresholds

^[1]

$ 15.50

One-time issuance of shares

2,500,000

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

Common Stock Price thresholds

$ 18.00

One-time issuance of shares

2,500,000

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

Common Stock Price thresholds

$ 20.50

One-time issuance of shares

2,500,000

[1]	The first and second tranches of Earn-Out Shares have been issued, as discussed below.

Commitment and Contingencies - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Loss Contingencies [Line Items]
Letters of Credit Outstanding	$ 6.2	$ 6.2
Non-cancelable purchase commitments outstanding	41.3
Bank guarantees required to support bids and contracts	2.0
Purchase commitments expected to incurred	$ 2.1

Segment Reporting - Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($) Segment	Mar. 31, 2021 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments \| Segment	3
Number of operating segments \| Segment	3
Product [Member]
Segment Reporting Information [Line Items]
Revenues	$ 9.3	$ 0.1
International
Segment Reporting Information [Line Items]
Revenues	23.3	$ 2.8
AUSTRALIA
Segment Reporting Information [Line Items]
Revenues	7.8
UNITED KINGDOM
Segment Reporting Information [Line Items]
Revenues	6.2
CANADA
Segment Reporting Information [Line Items]
Revenues	$ 8.6

- 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Section 50
-Paragraph 22
-Subparagraph (a)
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
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-URI http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 470
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-URI http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: 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 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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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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Reference 22: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 23: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Segment Reporting - Financial Information by Segment (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Segment Reporting Information [Line Items]
Total revenue	$ 170,385	$ 89,858
Operating expenses	50,849	30,298
Selling, general and administrative expenses	37,403	25,729
Other income, net	(2,866)	(3,013)
Segment profit (loss)	32,006	1,751
Depreciation and amortization	35,675	28,214
Loss on disposal of assets, net	232	51
Change in fair value of private placement warrants	3,734	2,067
Stock-based compensation	4,446	2,908
Interest expense, net	14,279	9,164
Loss on extinguishment of debt	0	5,334
Income (loss) before income taxes	16,859	(11,801)
Service Revenue
Segment Reporting Information [Line Items]
Total revenue	161,134	89,763
Cost of revenue	3,779	880
Product Sales
Segment Reporting Information [Line Items]
Total revenue	9,251	95
Cost of revenue	5,995	27
Operating Segments
Segment Reporting Information [Line Items]
Segment profit (loss)	75,225	35,937
Operating Segments \| Government Solutions
Segment Reporting Information [Line Items]
Total revenue	78,828	44,169
Operating expenses	32,391	16,092
Selling, general and administrative expenses	16,455	10,811
Other income, net	72	(943)
Segment profit (loss)	25,710	17,833
Loss on disposal of assets, net	241	51
Income (loss) before income taxes	25,469	17,782
Operating Segments \| Commercial Services
Segment Reporting Information [Line Items]
Total revenue	73,465	45,689
Operating expenses	15,947	14,206
Selling, general and administrative expenses	13,276	10,792
Other income, net	(2,955)	(2,070)
Segment profit (loss)	46,595	22,230
Income (loss) before income taxes	46,595	22,230
Operating Segments \| Parking Solutions [Member]
Segment Reporting Information [Line Items]
Total revenue	18,092
Operating expenses	2,511
Selling, general and administrative expenses	7,672
Other income, net	17
Segment profit (loss)	2,920
Loss on disposal of assets, net	(9)
Income (loss) before income taxes	2,929
Operating Segments \| Service Revenue \| Government Solutions
Segment Reporting Information [Line Items]
Total revenue	73,224	44,074
Cost of revenue	473	349
Operating Segments \| Service Revenue \| Commercial Services
Segment Reporting Information [Line Items]
Total revenue	73,465	45,689
Cost of revenue	602	531
Operating Segments \| Service Revenue \| Parking Solutions [Member]
Segment Reporting Information [Line Items]
Total revenue	14,445
Cost of revenue	2,704
Operating Segments \| Product Sales \| Government Solutions
Segment Reporting Information [Line Items]
Total revenue	5,604	95
Cost of revenue	3,727	27
Operating Segments \| Product Sales \| Parking Solutions [Member]
Segment Reporting Information [Line Items]
Total revenue	3,647
Cost of revenue	2,268
Corporate and Other
Segment Reporting Information [Line Items]
Selling, general and administrative expenses		4,126
Segment profit (loss)		(4,126)
Depreciation and amortization	35,675	28,214
Change in fair value of private placement warrants	3,734	2,067
Stock-based compensation	4,446	2,908
Interest expense, net	14,279	9,164
Loss on extinguishment of debt		5,334
Income (loss) before income taxes	$ (58,134)	$ (51,813)

Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 93,377	$ 101,283	$ 249,605
Restricted cash	4,016	3,149	819
Accounts receivable (net of allowance for credit loss of $14.3 million )	171,906	160,979
Unbilled receivables	39,484	29,109
Inventory, net	15,451	12,093
Prepaid expenses and other current assets	38,745	41,456
Total current assets	362,979	348,069
Installation and service parts, net	15,491	13,332
Property and equipment, net	99,351	96,066
Operating lease assets	39,944	38,862
Intangible assets, net	460,083	487,299
Goodwill	837,910	838,867
Other non-current assets	8,727	14,561
Total assets	1,824,485	1,837,056
Current liabilities:
Accounts payable	63,049	67,556
Deferred revenue	27,369
Accrued liabilities	46,668	38,435
Payable to related party pursuant to tax receivable agreement, current portion	5,107
Current portion of long-term debt	11,952	36,952
Total current liabilities	154,145	175,191
Long-term debt, net of current portion	1,206,276	1,206,802
Operating lease liabilities, net of current portion	35,850	34,984
Payable to related party pursuant to tax receivable agreement, net of current portion	56,615
Private placement warrant liabilities	42,200	38,466
Asset retirement obligation	12,032	11,824
Deferred tax liabilities, net	28,286	47,524
Other long-term liabilities	13,266	5,686
Total liabilities	1,548,670	1,577,092
Total stockholders' equity	275,815	259,964	$ 308,518	$ 315,572
Total liabilities and stockholders' equity	1,824,485	$ 1,837,056
Verra Mobility Corporation (Ultimate Parent)
Current assets:
Investment in subsidiary	106,556
Total current assets	106,556
Due from affiliates	169,259
Total assets	275,815
Current liabilities:
Total stockholders' equity	275,815
Total liabilities and stockholders' equity	275,815
VM Consolidated Inc. (Guarantor Subsidiary)
Current assets:
Cash and cash equivalents	60,209
Restricted cash	3,915
Accounts receivable (net of allowance for credit loss of $14.3 million )	158,861
Unbilled receivables	35,524
Investment in subsidiary	156,179
Inventory, net	1,124
Prepaid expenses and other current assets	28,386
Total current assets	444,198
Installation and service parts, net	15,491
Property and equipment, net	82,450
Operating lease assets	32,075
Intangible assets, net	344,457
Goodwill	689,501
Other non-current assets	4,566
Total assets	1,612,738
Current liabilities:
Accounts payable	47,124
Deferred revenue	15,699
Accrued liabilities	35,592
Payable to related party pursuant to tax receivable agreement, current portion	5,107
Current portion of long-term debt	11,952
Total current liabilities	115,474
Long-term debt, net of current portion	1,206,276
Operating lease liabilities, net of current portion	29,961
Payable to related party pursuant to tax receivable agreement, net of current portion	56,615
Private placement warrant liabilities	42,200
Due to affiliates	27,173
Asset retirement obligation	12,006
Deferred tax liabilities, net	3,222
Other long-term liabilities	13,255
Total liabilities	1,506,182
Total stockholders' equity	106,556
Total liabilities and stockholders' equity	1,612,738
Non-guarantor Subsidiaries
Current assets:
Cash and cash equivalents	33,168
Restricted cash	101
Accounts receivable (net of allowance for credit loss of $14.3 million )	13,045
Unbilled receivables	3,960
Inventory, net	14,327
Prepaid expenses and other current assets	10,359
Total current assets	74,960
Property and equipment, net	16,901
Operating lease assets	7,869
Intangible assets, net	115,626
Goodwill	148,409
Other non-current assets	4,161
Total assets	367,926
Current liabilities:
Accounts payable	15,925
Deferred revenue	11,670
Accrued liabilities	11,076
Total current liabilities	38,671
Operating lease liabilities, net of current portion	5,889
Due to affiliates	142,086
Asset retirement obligation	26
Deferred tax liabilities, net	25,064
Other long-term liabilities	11
Total liabilities	211,747
Total stockholders' equity	156,179
Total liabilities and stockholders' equity	367,926
Eliminations
Current assets:
Investment in subsidiary	(262,735)
Total current assets	(262,735)
Due from affiliates	(169,259)
Total assets	(431,994)
Current liabilities:
Due to affiliates	(169,259)
Total liabilities	(169,259)
Total stockholders' equity	(262,735)
Total liabilities and stockholders' equity	$ (431,994)

Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Balance Sheets (Parenthetical) (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021	Dec. 31, 2020
Condensed Financial Information Disclosure [Abstract]
Allowance for credit loss	$ 14,299	$ 12,138	$ 12,132	$ 11,471

Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Condensed Statement Of Income Captions [Line Items]
Total revenue	$ 170,385	$ 89,858
Operating expenses	51,063	30,492
Selling, general and administrative expenses	41,635	28,443
Depreciation, amortization and (gain) loss on disposal of assets, net	35,907	28,265
Total costs and expenses	138,379	88,107
Income from operations	32,006	1,751
Interest expense, net	14,279	9,164
Change in fair value of private placement warrants	3,734	2,067
Other income, net	(2,866)	(3,013)
Total other (income) expenses	15,147	13,552
Income (loss) before income taxes	16,859	(11,801)
Income tax provision (benefit)	6,819	(2,886)
Loss on extinguishment of debt	0	5,334
Net income (loss)	10,040	(8,915)
Other comprehensive income (loss):
Change in foreign currency translation adjustment	2,708	(190)
Total comprehensive income	12,748	(9,105)
Verra Mobility Corporation (Ultimate Parent)
Condensed Statement Of Income Captions [Line Items]
Income from equity investment	(10,040)
Total other (income) expenses	(10,040)
Income (loss) before income taxes	10,040
Net income (loss)	10,040
Other comprehensive income (loss):
Total comprehensive income	10,040
VM Consolidated Inc. (Guarantor Subsidiary)
Condensed Statement Of Income Captions [Line Items]
Total revenue	148,039
Operating expenses	41,965
Selling, general and administrative expenses	35,603
Depreciation, amortization and (gain) loss on disposal of assets, net	30,739
Total costs and expenses	113,607
Income from operations	34,432
Income from equity investment	1,312
Interest expense, net	14,279
Change in fair value of private placement warrants	3,734
Other income, net	(2,688)
Total other (income) expenses	16,637
Income (loss) before income taxes	17,795
Income tax provision (benefit)	7,755
Net income (loss)	10,040
Other comprehensive income (loss):
Total comprehensive income	10,040
Non-guarantor Subsidiaries
Condensed Statement Of Income Captions [Line Items]
Total revenue	22,346
Operating expenses	9,098
Selling, general and administrative expenses	6,032
Depreciation, amortization and (gain) loss on disposal of assets, net	5,168
Total costs and expenses	24,772
Income from operations	(2,426)
Other income, net	(178)
Total other (income) expenses	178
Income (loss) before income taxes	(2,248)
Income tax provision (benefit)	(936)
Net income (loss)	(1,312)
Other comprehensive income (loss):
Change in foreign currency translation adjustment	2,708
Total comprehensive income	1,396
Eliminations
Condensed Statement Of Income Captions [Line Items]
Income from equity investment	8,728
Total other (income) expenses	8,728
Income (loss) before income taxes	(8,728)
Net income (loss)	(8,728)
Other comprehensive income (loss):
Total comprehensive income	(8,728)
Service Revenue
Condensed Statement Of Income Captions [Line Items]
Total revenue	161,134	89,763
Cost of revenue	3,779	880
Service Revenue \| VM Consolidated Inc. (Guarantor Subsidiary)
Condensed Statement Of Income Captions [Line Items]
Total revenue	143,164
Cost of revenue	2,475
Service Revenue \| Non-guarantor Subsidiaries
Condensed Statement Of Income Captions [Line Items]
Total revenue	17,970
Cost of revenue	1,304
Product Sales
Condensed Statement Of Income Captions [Line Items]
Total revenue	9,251	95
Cost of revenue	5,995	$ 27
Product Sales \| VM Consolidated Inc. (Guarantor Subsidiary)
Condensed Statement Of Income Captions [Line Items]
Total revenue	4,875
Cost of revenue	2,825
Product Sales \| Non-guarantor Subsidiaries
Condensed Statement Of Income Captions [Line Items]
Total revenue	4,376
Cost of revenue	$ 3,170

Guarantor/Non-Guarantor Financial Information - Summary of Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash Flows from Operating Activities:
Net income (loss)	$ 10,040	$ (8,915)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	35,675	28,214
Amortization of deferred financing costs and discounts	1,306	1,593
Change in fair value of private placement warrants	3,734	2,067
Loss on extinguishment of debt	0	5,334
Credit loss expense	3,505	2,402
Deferred income taxes	(18,771)	281
Stock-based compensation	4,446	2,908
Other	354	133
Changes in operating assets and liabilities:
Accounts receivable, net	(14,300)	(26,672)
Unbilled receivables	(10,265)	(859)
Inventory, net	(5,722)	(691)
Prepaid expenses and other assets	8,235	429
Deferred revenue	46	(44)
Accounts payable and other current liabilities	477
Other liabilities	13,441	459
Net cash provided by operating activities	31,247	9,013
Cash Flows from Investing Activities:
Payment of contingent consideration	(412)	0
Purchases of installation and service parts and property and equipment	(11,478)	(3,704)
Cash proceeds from the sale of assets	25
Net cash used in investing activities	(11,865)	(3,648)
Cash Flows from Financing Activities:
Borrowings of long-term debt	0	996,750
Repayment on the revolver	(25,000)	0
Repayment of long-term debt	(2,255)	(865,642)
Payment of debt issuance costs	(54)	(5,732)
Payment of debt extinguishment costs	0	(604)
Proceeds from the exercise of stock options	93	0
Payment of employee tax withholding related to RSUs vesting	(1,436)	(857)
Net cash (used in) provided by financing activities	(28,652)	123,915
Effect of exchange rate changes on cash and cash equivalents	2,231
Net (decrease) increase in cash, cash equivalents and restricted cash	(7,039)	129,532
Cash, cash equivalents and restricted cash - beginning of period	104,432	120,892
Cash, cash equivalents and restricted cash - end of period	97,393	250,424
Supplemental cash flow information:
Interest paid	8,188	6,996
Income taxes paid, net of refunds	1,147	238
Supplemental non-cash investing and financing activities:
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end	4,057	$ 1,355
Verra Mobility Corporation (Ultimate Parent)
Cash Flows from Operating Activities:
Net income (loss)	10,040
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Income (Loss) From Equity Investments	10,040
VM Consolidated Inc. (Guarantor Subsidiary)
Cash Flows from Operating Activities:
Net income (loss)	10,040
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	30,507
Amortization of deferred financing costs and discounts	1,306
Change in fair value of private placement warrants	3,734
Credit loss expense	3,372
Deferred income taxes	(19,247)
Stock-based compensation	4,446
Other	354
Income (Loss) From Equity Investments	(1,312)
Changes in operating assets and liabilities:
Accounts receivable, net	(12,054)
Unbilled receivables	(11,305)
Inventory, net	(2,559)
Prepaid expenses and other assets	9,173
Deferred revenue	(1,470)
Accounts payable and other current liabilities	2,670
Due to affiliates	(1,148)
Other liabilities	13,329
Net cash provided by operating activities	32,460
Cash Flows from Investing Activities:
Payment of contingent consideration	(412)
Purchases of installation and service parts and property and equipment	(8,286)
Cash proceeds from the sale of assets	25
Net cash used in investing activities	(8,673)
Cash Flows from Financing Activities:
Repayment on the revolver	(25,000)
Repayment of long-term debt	(2,255)
Payment of debt issuance costs	(54)
Proceeds from the exercise of stock options	93
Payment of employee tax withholding related to RSUs vesting	(1,436)
Net cash (used in) provided by financing activities	(28,652)
Net (decrease) increase in cash, cash equivalents and restricted cash	(4,865)
Cash, cash equivalents and restricted cash - beginning of period	68,989
Cash, cash equivalents and restricted cash - end of period	64,124
Supplemental cash flow information:
Interest paid	8,188
Income taxes paid, net of refunds	1,124
Supplemental non-cash investing and financing activities:
Purchases of installation and service parts and property and equipment in accounts payable and accrued liabilities at period-end	4,057
Non-guarantor Subsidiaries
Cash Flows from Operating Activities:
Net income (loss)	(1,312)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	5,168
Credit loss expense	133
Deferred income taxes	476
Changes in operating assets and liabilities:
Accounts receivable, net	(2,246)
Unbilled receivables	(1,040)
Inventory, net	(3,163)
Prepaid expenses and other assets	(938)
Deferred revenue	(1,516)
Accounts payable and other current liabilities	(3,147)
Due to affiliates	1,148
Other liabilities	112
Net cash provided by operating activities	(1,213)
Cash Flows from Investing Activities:
Purchases of installation and service parts and property and equipment	(3,192)
Net cash used in investing activities	(3,192)
Cash Flows from Financing Activities:
Effect of exchange rate changes on cash and cash equivalents	2,231
Net (decrease) increase in cash, cash equivalents and restricted cash	(2,174)
Cash, cash equivalents and restricted cash - beginning of period	35,443
Cash, cash equivalents and restricted cash - end of period	33,269
Supplemental cash flow information:
Income taxes paid, net of refunds	23
Eliminations
Cash Flows from Operating Activities:
Net income (loss)	(8,728)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Income (Loss) From Equity Investments	$ (8,728)

Subsequent Event - Additional Information (Details) $ in Millions	May 07, 2022 USD ($)
Class A \| Subsequent Event [Member]
Subsequent Event [Line Items]
Aggregate amount for shares repurchase	$ 125