0001280058-24-000013 | 10-K | XBRL Viewer

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Commitments and Contingencies (Schedule of Supplemental Balance Sheet Information Related To Leases) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Lessee, Lease, Description [Line Items]
Operating lease right-of-use assets	$ 36,927	$ 45,899
Operating lease liabilities	$ 46,786	$ 52,641
Weighted average remaining lease term (years)	7 years 8 months 12 days	8 years 6 months	8 years 10 months 24 days
Weighted average discount rate	4.70%	4.63%	4.68%
Accrued expenses and other current liabilities [Member]
Lessee, Lease, Description [Line Items]
Operating lease liabilities	$ 6,701	$ 7,723
Operating lease liabilities, net of current portion
Lessee, Lease, Description [Line Items]
Operating lease liabilities	$ 40,085	$ 44,918

Revenue Recognition (Revenue by Market Group) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue	$ 1,105,432	$ 1,058,105	$ 927,740
Social Sector
Disaggregation of Revenue [Line Items]
Revenue	954,845	907,197	889,755
Corporate Sector
Disaggregation of Revenue [Line Items]
Revenue	$ 150,587	$ 150,908	$ 37,985

- Definition

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

+ References + Details

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479941/924-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
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-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 41
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Fair Value Measurements (Details) - USD ($) $ in Millions	12 Months Ended
Fair Value Measurements (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Operating lease right-of-use assets, impairments	$ 5.6	$ 1.0	$ 3.6
Impairment charges against certain property and equipment assets	1.1		1.7
Capitalized software development costs, impairments		2.3
Impairment charges against certain finite-lived intangible assets	$ 0.0	$ 2.0	$ 0.0

Goodwill and Other Intangible Assets

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets


4. Goodwill and Other Intangible Assets

The change in goodwill during 2023 consisted of the following:


(dollars in thousands)	Total
Balance at December 31, 2022	$	1,050,272

Adjustments related to prior year business combination(1)	36

Effect of foreign currency translation	3,430
Balance at December 31, 2023	$	1,053,738

(1)Represents immaterial measurement period adjustments during the year ended December 31, 2023 to the fair value of the Kilter assets acquired and liabilities assumed.

We have recorded intangible assets acquired in various business combinations based on their fair values at the date of acquisition. The table below sets forth the balances of each class of intangible asset and related amortization as of:


	December 31,
(dollars in thousands)	2023		2022
Finite-lived gross carrying amount
Customer relationships	$	570,104	$	569,009
Marketing assets	71,308		69,643
Developed technology	182,956		182,463
Content	17,900		17,900


Total finite-lived gross carrying amount	842,268		839,015
Accumulated amortization
Customer relationships	(174,982)		(146,948)
Marketing assets	(11,985)		(8,371)
Developed technology	(69,386)		(46,571)
Content	(3,978)		(1,989)


Total accumulated amortization	(260,331)		(203,879)
Intangible assets, net	$	581,937	$	635,136

During the year ended December 31, 2023, changes to the gross carrying amounts of intangible asset classes were primarily related to write-offs of fully amortized intangible assets and the effect of foreign currency translation.

Amortization expense

Amortization expense related to finite-lived intangible assets acquired in business combinations is allocated to cost of revenue on the consolidated statements of comprehensive income based on the revenue stream to which the asset contributes, except for marketing assets and non-compete agreements, for which the associated amortization expense is included in operating expenses.

The following table summarizes amortization expense of our finite-lived intangible assets:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Included in cost of revenue:
Cost of recurring	$	51,079	$	47,085	$	33,132
Cost of one-time services and other	1,384		1,407		1,680
Total included in cost of revenue	52,463		48,492		34,812
Included in operating expenses	3,139		2,925		2,227
Total amortization of intangibles from business combinations	$	55,602	$	51,417	$	37,039

The following table outlines the estimated future amortization expense for each of the next five years for our finite-lived intangible assets as of December 31, 2023:


Years ending December 31, (dollars in thousands)	Amortization expense
2024	62,332
2025	65,873
2026	64,234
2027	60,038
2028	52,544
Total	$	305,021

Goodwill And Other Intangible Assets (Fair Values Of Intangible Assets Acquired In Various Business Combinations By Class) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Schedule of Acquired Intangible Assets by Major Class [Line Items]
Finite-lived intangible assets, gross carrying amount	$ 842,268	$ 839,015
Finite-lived intangible assets, accumulated amortization	(260,331)	(203,879)
Intangible assets, net (excluding goodwill)	581,937	635,136
Customer relationships [Member]
Schedule of Acquired Intangible Assets by Major Class [Line Items]
Finite-lived intangible assets, gross carrying amount	570,104	569,009
Finite-lived intangible assets, accumulated amortization	(174,982)	(146,948)
Marketing assets [Member]
Schedule of Acquired Intangible Assets by Major Class [Line Items]
Finite-lived intangible assets, gross carrying amount	71,308	69,643
Finite-lived intangible assets, accumulated amortization	(11,985)	(8,371)
Developed technology [Member]
Schedule of Acquired Intangible Assets by Major Class [Line Items]
Finite-lived intangible assets, gross carrying amount	182,956	182,463
Finite-lived intangible assets, accumulated amortization	(69,386)	(46,571)
Content [Member]
Schedule of Acquired Intangible Assets by Major Class [Line Items]
Finite-lived intangible assets, gross carrying amount	17,900	17,900
Finite-lived intangible assets, accumulated amortization	$ (3,978)	$ (1,989)

Subsequent Events (Details) - USD ($) $ in Thousands	1 Months Ended		2 Months Ended	12 Months Ended
Subsequent Events (Details) - USD ($) $ in Thousands	Feb. 16, 2024	Jan. 17, 2024	Jan. 17, 2024	Dec. 31, 2023	Dec. 31, 2021
Subsequent Event [Line Items]
Treasury stock, value, acquired, cost method				$ 18,831	$ 108,416
December 2021 Stock Repurchase Program
Subsequent Event [Line Items]
Treasury stock, value, acquired, cost method				18,800
Stock repurchase program, remaining authorized repurchase amount				$ 231,200
Subsequent Event [Member] \| December 2021 Stock Repurchase Program
Subsequent Event [Line Items]
Stock repurchase program, authorized amount		$ 250,000	$ 250,000
Treasury stock, value, acquired, cost method		22,300	41,100
Subsequent Event [Member] \| January 2024 Stock Repurchase Program
Subsequent Event [Line Items]
Stock repurchase program, authorized amount		$ 500,000	$ 500,000
Treasury stock, value, acquired, cost method	$ 600
Stock repurchase program, remaining authorized repurchase amount	$ 499,400

Stockholders' Equity (Changes in Accumulated Other Comprehensive Loss by Component) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accumulated Other Comprehensive Income [Roll Forward]
Accumulated other comprehensive (loss) income, beginning of period	$ 8,938	$ 6,522	$ (2,497)
Other comprehensive (loss) income before reclassifications, net of tax effects of $201, $(8,068) and $(1,982)	201	(8,068)	(1,982)
Net current-period other comprehensive (loss) income	10,626	(2,416)	(9,019)
Translation adjustments	5,049	(16,160)	661
Accumulated other comprehensive (loss) income, end of period	(1,688)	8,938	6,522
Gains and losses on cash flow hedges [Member]
Accumulated Other Comprehensive Income [Roll Forward]
Accumulated other comprehensive (loss) income, beginning of period	23,833	5,257	(3,101)
Other comprehensive income (loss) before reclassifications	(271)	22,772	5,617
Amounts reclassified from accumulated other comprehensive (loss) income	(20,806)	(5,685)	3,714
Total amounts reclassified from accumulated other comprehensive loss	(15,404)	(4,196)	2,741
Net current-period other comprehensive (loss) income	(15,675)	18,576	8,358
Accumulated other comprehensive (loss) income, end of period	8,158	23,833	5,257
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, Tax	5,402	1,489	(973)
Foreign currency translation adjustment [Member]
Accumulated Other Comprehensive Income [Roll Forward]
Accumulated other comprehensive (loss) income, beginning of period	(14,895)	1,265	604
Translation adjustments	5,049	(16,160)	661
Accumulated other comprehensive (loss) income, end of period	$ (9,846)	$ (14,895)	$ 1,265

Goodwill and Other Intangible Assets (Future Amortization Expense for Finite-Lived Intangible Assets) (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Future amortization expense for finite-lived intangible assets:
2024	$ 62,332
2025	65,873
2026	64,234
2027	60,038
2028	52,544
Total	$ 305,021

Stock-Based Compensation (Summary of Awards Outstanding by Each Award Type) (Details) - shares	Dec. 31, 2023	Dec. 31, 2022
Restricted stock awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, number	1,101,702	1,345,608
Restricted stock unit, time-based [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, number	607,100	455,708
Restricted stock units, performance-based [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, number	1,209,515	1,104,260

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 1D
-Publisher FASB
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-Topic 718
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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+ Details

Revenue Recognition (Details) $ in Millions	12 Months Ended
Revenue Recognition (Details) $ in Millions	Dec. 31, 2023 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue recognized that was included in deferred revenue at beginning of period	$ 365.0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation	$ 1,200.0
Revenue, remaining performance obligation, percentage to be recognized	50.00%
Revenue, remaining performance obligation, expected timing of satisfaction	12 months

Commitments and Contingencies (Details)
€ in Thousands, $ in Thousands

1 Months Ended

3 Months Ended

12 Months Ended

Mar. 09, 2023

USD ($)

Sep. 30, 2021

EUR (€)

Dec. 31, 2023

USD ($)

Dec. 31, 2023

USD ($)

cases

Dec. 31, 2022

USD ($)

Dec. 31, 2021

USD ($)

Lessee, Lease, Description [Line Items]

Operating lease right-of-use assets, impairments

$ 5,600

$ 1,000

$ 3,600

Incremental operating lease costs

^[1]

8,812

9,501

9,636

Incremental depreciation expense

13,000

$ 14,100

14,400

Loss Contingencies [Line Items]

Liability insurance, amount, total

$ 50,000

50,000

Liability insurance, amount, deductible

250

Security Incident, net pre-tax expense

53,400

Security incident, ongoing legal fees

22,400

Loss contingency accrual, period increase (decrease)

31,000

Security Incident, net cash outlays

78,000

Loss contingency accrual

1,500

$ 1,500

Security Incident, number of customer reimbursement requests received | cases

260

Security Incident, claims settled, number | cases

214

Security Incident, claims settled, percent

82.00%

Security Incident, customer reimbursement requests inactive or abandoned, number | cases

Security Incident, customer reimbursement requests inactive or abandoned, percent

15.00%

Security Incident, number of reservations of the right to seek future expense recovery | cases

400

Security Incident, subrogation claims, number | cases

Security Incident, number of state Attorneys General | cases

US SEC [Member]

Loss Contingencies [Line Items]

Security Incident, penalty paid

$ 3,000

US AG [Member]

Loss Contingencies [Line Items]

Security Incident, penalty paid

49,500

Spain [Member]

Loss Contingencies [Line Items]

Security Incident, penalty paid | €

€ 60

Change in Accounting Estimate, Workforce Strategy

Lessee, Lease, Description [Line Items]

Incremental operating lease costs

5,300

Incremental depreciation expense

$ 1,700

Minimum [Member]

Loss Contingencies [Line Items]

Security Incident, expected cost

5,000

$ 5,000

Security Incident, expected net cash outlays for ongoing legal fees

8,000

Maximum [Member]

Loss Contingencies [Line Items]

Security Incident, expected cost

10,000

Security Incident, expected net cash outlays for ongoing legal fees

13,000

Third-party technology [Member]

Long-term Purchase Commitment [Line Items]

Remaining aggregate minimum purchase commitment

$ 257,600

[1]	Includes short-term lease costs, which were immaterial.

Revenue Recognition

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue from Contract with Customer


17. Revenue Recognition

Transaction price allocated to the remaining performance obligations

As of December 31, 2023, approximately $1.2 billion of revenue is expected to be recognized from remaining performance obligations. We expect to recognize revenue on approximately 50% of these remaining performance obligations over the next 12 months, with the remainder recognized thereafter.

We applied the practical expedient in ASC 606-10-50-14 and have excluded the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less (one-time services); and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed (transactional revenue).

We also applied the practical expedient in ASC 606-10-65-1-(f)(3), whereby the transaction price allocated to the remaining performance obligations, or an explanation of when we expect to recognize that amount as revenue for all reporting periods presented before the date of the initial application, is not disclosed.

Contract balances

Our contract assets as of December 31, 2023 and December 31, 2022 were insignificant. Our closing balances of deferred revenue were as follows:


(in thousands)	December 31, 2023		December 31, 2022

Total deferred revenue	$	394,927	$	385,236

The increase in deferred revenue during 2023 was primarily due to new subscription sales of our cloud solutions and progress in initiatives to bring our pricing in line with the market. Historically, due to the timing of customer budget cycles, we have an increase in customer contract renewals at or near the beginning of our third quarter. Generally, our lowest balance of deferred revenue during the year is at the end of our first quarter. The amount of revenue recognized during 2023 that was included in the deferred revenue balance at the beginning of the period was approximately $365 million. The amount of revenue recognized during 2023 from performance obligations satisfied in prior periods was insignificant.

Disaggregation of revenue

We sell our cloud solutions and related services in three primary geographical markets: to customers in the United States, to customers in the United Kingdom and to customers located in other countries. The following table presents our revenue by geographic area based on the address of our customers:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
United States	$	945,580	$	896,116	$	777,333
United Kingdom	100,833		101,026		89,688
Other countries	59,019		60,963		60,719
Total revenue	$	1,105,432	$	1,058,105	$	927,740

The Social Sector and Corporate Sector market groups comprised our go-to-market organizations as of December 31, 2023. The following is a description of each market group as of that date:

•The Social Sector market group focuses on sales to customers and prospects in the social sector, such as nonprofits, foundations, education institutions, healthcare organizations and other not-for-profit entities globally, and includes JustGiving; and

•The Corporate Sector market group focuses on sales to customers and prospects in the corporate sector globally, and includes EVERFI and YourCause.

The following table presents our revenue by market group:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Social Sector	$	954,845	$	907,197	$	889,755
Corporate Sector	150,587		150,908		37,985

Total revenue	$	1,105,432	$	1,058,105	$	927,740

The following table presents our recurring revenue by type:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Contractual recurring	$	738,351	$	709,097	$	601,397
Transactional recurring	333,169		302,636		279,453
Total recurring revenue	$	1,071,520	$	1,011,733	$	880,850

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

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

+ Details

Consolidated Financial Statement Details (Components of Other Income (Expense)) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interest income	$ 8,821	$ 1,746	$ 392
Currency revaluation (losses) gains	(36)	4,635	(1,644)
Other income, net	4,076	2,332	1,432
Other income, net	$ 12,861	$ 8,713	$ 180

Derivative Instruments (Effects of Derivative Instruments in Cash Flow Hedging Relationships) (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration]		Interest Expense, Revenue	Interest Expense, Revenue	Interest Expense
Interest rate swap [Member] \| Cash flow hedging [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (loss) recognized in accumulated other comprehensive loss		$ 11,194	$ 31,870	$ 7,160
Gain (loss) reclassified from accumulated other comprehensive loss into income		20,418	5,520	$ (3,714)
Foreign currency forward contracts [Member] \| Cash flow hedging [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (loss) recognized in accumulated other comprehensive loss		(235)	247
Gain (loss) reclassified from accumulated other comprehensive loss into income	$ 165	388
Foreign currency forward contracts [Member] \| Net investment hedging [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (loss) recognized in accumulated other comprehensive loss		(301)	$ (323)
Gain (loss) reclassified from accumulated other comprehensive loss into income	$ 0	$ 0

Segment Information (Long-Lived Assets By Geographic Region) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	$ 135,616	$ 153,325
United States [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	134,316	151,656
Other countries [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	$ 1,300	$ 1,669

Property and Equipment and Software and Content Development Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
Depreciation	$ 13.0	$ 14.1	$ 14.4
Impairment charges against certain property and equipment assets	1.1		1.7
Capitalized software development costs, impairments		2.3
Software and content development costs, amortization	$ 42.8	$ 36.8	$ 31.0
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income [Extensible Enumeration]			General and administrative

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2023	Dec. 31, 2022
Audit Information [Abstract]
Auditor Firm ID	42	238
Auditor Name	Ernst & Young LLP	PricewaterhouseCoopers LLP
Auditor Location	Raleigh, North Carolina	Atlanta, Georgia

Debt (Summary of Debt) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Oct. 30, 2020
Line of Credit Facility [Line Items]
Debt, gross	$ 781,145	$ 861,986
Other debt	2,800	2,247
Less: Unamortized discount and debt issuance costs	1,481	2,943	$ 2,000
Less: Debt, current portion	19,259	18,802
Debt, net of current portion	$ 760,405	$ 840,241
Weighted average effective interest rate	4.24%	4.52%
Revolving credit loans [Member]
Line of Credit Facility [Line Items]
Debt, gross	$ 114,100	$ 177,800
Weighted average effective interest rate	7.52%	5.18%
Term loans [Member]
Line of Credit Facility [Line Items]
Debt, gross	$ 607,500	$ 623,750
Weighted average effective interest rate	3.51%	4.26%
Real estate loans [Member]
Line of Credit Facility [Line Items]
Debt, gross	$ 56,745	$ 58,189
Weighted average effective interest rate	5.22%	5.22%
Other debt [Member]
Line of Credit Facility [Line Items]
Weighted average effective interest rate	8.42%	7.38%
Short-term debt [Member]
Line of Credit Facility [Line Items]
Weighted average effective interest rate	7.02%	6.45%
Long-term debt [Member]
Line of Credit Facility [Line Items]
Weighted average effective interest rate	4.17%	4.48%

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2023

Equity [Abstract]

Changes in Accumulated Other Comprehensive Loss by Component

The changes in accumulated other comprehensive income (loss) by component, consisted of the following:


	Years ended December 31,
(in thousands)	2023		2022		2021
Accumulated other comprehensive income (loss), beginning of period	$	8,938	$	6,522	$	(2,497)
By component:
Gains and losses on cash flow hedges:
Accumulated other comprehensive income (loss) balance, beginning of period	$	23,833	$	5,257	$	(3,101)
Other comprehensive (loss) income before reclassifications, net of tax effects of $201, $(8,068) and $(1,982)	(271)		22,772		5,617
Amounts reclassified from accumulated other comprehensive (loss) income	(20,806)		(5,685)		3,714

Tax expense (benefit) included in provision for income taxes	5,402		1,489		(973)
Total amounts reclassified from accumulated other comprehensive (loss) income	(15,404)		(4,196)		2,741
Net current-period other comprehensive (loss) income	(15,675)		18,576		8,358
Accumulated other comprehensive income balance, end of period	$	8,158	$	23,833	$	5,257
Foreign currency translation adjustment:
Accumulated other comprehensive (loss) income balance, beginning of period	$	(14,895)	$	1,265	$	604
Translation adjustment	5,049		(16,160)		661
Accumulated other comprehensive (loss) income balance, end of period	(9,846)		(14,895)		1,265
Accumulated other comprehensive (loss) income, end of period	$	(1,688)	$	8,938	$	6,522

Income Taxes (Summary of Changes in Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Balance at December 31, 2022	$ 3,083	$ 3,651	$ 4,625
Increases from current period positions	762	629	1,751
Increases from prior period positions	101	89	6
Decreases in prior year positions	(118)	(908)	(57)
Settlements (payments)	(160)	0	(1,192)
Lapse of statute of limitations	(428)	(378)	(1,482)
Balance at December 31, 2023	$ 3,240	$ 3,083	$ 3,651

Property and Equipment and Software and Content Development Costs (Schedule of Software Development Costs) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Software development costs	$ 287,519	$ 250,551
Content development costs	6,945	3,409
Less: accumulated amortization	(134,270)	(112,937)
Software and content development costs, net	$ 160,194	$ 141,023
Software development [Member] \| Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life (years)	3 years
Software development [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life (years)	7 years
Content [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life (years)	5 years

Derivative Instruments (Tables)

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Fair Values of Derivative Instruments

The fair values of our derivative instruments were as follows as of:


		Asset derivatives					Liability Derivatives
(dollars in thousands)	Balance sheet location	December 31, 2023		December 31, 2022		Balance sheet location	December 31, 2023		December 31, 2022
Derivative instruments designated as hedging instruments:
Interest rate swaps, current portion	Prepaid expenses and other current assets	$	16,198	$	—	Accrued expenses and other current liabilities	$	—	$	—
Foreign currency forward contracts, current portion	Prepaid expenses and other current assets	—		247		Accrued expenses and other current liabilities	536		323
Interest rate swaps, long-term	Other assets	—		31,870		Other liabilities	5,004		—
Total derivative instruments designated as hedging instruments		$	16,198	$	32,117		$	5,540	$	323

Effects of Derivative Instruments in Cash Flow Hedging Relationships

The effects of derivative instruments in cash flow and net investment hedging relationships were as follows:


	Gain recognized in accumulated other comprehensive (loss) income as of		Location of gain reclassified from accumulated other comprehensive (loss) income into income (loss)	Gain (loss) reclassified from accumulated other comprehensive (loss) income into income (loss)
(dollars in thousands)	December 31, 2023			Year ended December 31, 2023
Cash Flow Hedges
Interest rate swaps	$	11,194	Interest expense	$	20,418
Foreign currency forward contracts	$	(235)	Revenue	$	388
Net Investment Hedge
Foreign currency forward contracts	$	(301)		$	—

	December 31, 2022			Year ended December 31, 2022
Cash Flow Hedges
Interest rate swaps	$	31,870	Interest expense	$	5,520
Foreign currency forward contracts	$	247	Revenue	$	165
Net Investment Hedges
Foreign currency forward contracts	$	(323)		$	—

	December 31, 2021			Year ended December 31, 2021
Cash Flow Hedges
Interest rate swaps	$	7,160	Interest expense	$	(3,714)

Goodwill and Other Intangible Assets (Summary of Amortization Expense) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Amortization of Intangible Assets Acquired by Income Statement Location [Line Items]
Amortization	$ 55,602	$ 51,417	$ 37,039
Cost of recurring [Member]
Amortization of Intangible Assets Acquired by Income Statement Location [Line Items]
Amortization	51,079	47,085	33,132
Cost of one-time services and other [Member]
Amortization of Intangible Assets Acquired by Income Statement Location [Line Items]
Amortization	1,384	1,407	1,680
Total included in cost of revenue [Member]
Amortization of Intangible Assets Acquired by Income Statement Location [Line Items]
Amortization	52,463	48,492	34,812
Included in operating expenses [Member]
Amortization of Intangible Assets Acquired by Income Statement Location [Line Items]
Amortization	$ 3,139	$ 2,925	$ 2,227

Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands

Total

Common stock [Member]

Treasury stock, common [Member]

Additional paid-in capital [Member]

Accumulated other comprehensive loss [Member]

Retained earnings [Member]

Balance, common stock (in shares) at Dec. 31, 2020

60,904,638

Balance at Dec. 31, 2020

$ 426,150

$ 61

$ (353,091)

$ 544,963

$ (2,497)

$ 236,714

Balance, treasury stock, common (in shares) at Dec. 31, 2020

(12,054,268)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

5,698

Stock issued during period, shares, acquisitions

3,844,423

Stock issued during period, value, acquisitions

(303,633)

$ (4)

(303,629)

Treasury stock, shares, acquired

(1,592,933)

Purchase of treasury shares under stock repurchase program, value, cost method

(108,416)

$ (108,416)

Vesting of restricted stock units (in shares)

1,014,562

Vesting of restricted stock units

$ 1

Shares withheld to satisfy tax withholdings (in shares)

(535,604)

Shares withheld to satisfy tax withholdings

(39,404)

$ (39,404)

Stock-based compensation

120,379

120,335

Restricted stock grants (in shares)

596,763

Restricted stock grants

$ 0

Restricted stock cancellations (in shares)

(194,720)

Other comprehensive income

9,019

Balance, common stock (in shares) at Dec. 31, 2021

66,165,666

Balance at Dec. 31, 2021

717,060

$ 66

$ (500,911)

968,927

6,522

242,456

Balance, treasury stock, common (in shares) at Dec. 31, 2021

(14,182,805)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

(45,407)

Stock issued during period, shares, acquisitions

Stock issued during period, value, acquisitions

(1,352)

$ 0

(1,352)

Vesting of restricted stock units (in shares)

1,015,304

Vesting of restricted stock units

$ 0

Shares withheld to satisfy tax withholdings (in shares)

(562,425)

Shares withheld to satisfy tax withholdings

(36,376)

$ (36,376)

Stock-based compensation

110,294

Restricted stock grants (in shares)

846,295

Restricted stock grants

$ 2

Restricted stock cancellations (in shares)

(179,686)

Other comprehensive income

2,416

Retirements of common stock (in shares)

^[1]

(33,535)

Retirements of common stock

^[1]

(2,605)

Balance, common stock (in shares) at Dec. 31, 2022

67,814,044

Balance at Dec. 31, 2022

$ 744,032

$ 68

$ (537,287)

1,075,264

8,938

197,049

Balance, treasury stock, common (in shares) at Dec. 31, 2022

(14,745,230)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

$ 1,820

1,820

Treasury stock, shares, acquired

(221,836)

Purchase of treasury shares under stock repurchase program, value, cost method

(18,831)

$ (18,831)

Vesting of restricted stock units (in shares)

1,007,921

Vesting of restricted stock units

$ 0

Shares withheld to satisfy tax withholdings (in shares)

(595,798)

Shares withheld to satisfy tax withholdings

(35,439)

$ (35,439)

Stock-based compensation

127,762

Restricted stock grants (in shares)

473,341

Restricted stock grants

$ 1

Restricted stock cancellations (in shares)

(106,859)

Other comprehensive income

(10,626)

Retirements of common stock (in shares)

^[1]

(143)

Retirements of common stock

^[1]

(14)

Balance, common stock (in shares) at Dec. 31, 2023

69,188,304

Balance at Dec. 31, 2023

$ 808,705

$ 69

$ (591,557)

$ 1,203,012

$ (1,688)

$ 198,869

Balance, treasury stock, common (in shares) at Dec. 31, 2023

(15,562,864)

[1]	Represents shares retired after determining certain EVERFI's selling shareholders would be paid in cash, rather than shares of our common stock. See Note 3 for additional information regarding our acquisition of EVERFI.

Business Combinations (Details) - USD ($) $ in Thousands				12 Months Ended
Business Combinations (Details) - USD ($) $ in Thousands	Sep. 09, 2022	Aug. 19, 2022	Dec. 31, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Cash received in sale of business	$ 6,400			$ 0	$ 6,426	$ 0
Impairment charges against certain finite-lived intangible assets				0	2,000	0
Contingent consideration obligations				$ 1,403	$ 2,710
Contingent consideration, liability, noncurrent		$ 1,400
Kilter [Member]
Business Acquisition [Line Items]
Total cash consideration paid for the acquisition		2,900
Contingent consideration obligations		$ 3,000
EVERFI [Member]
Business Acquisition [Line Items]
Total cash consideration paid for the acquisition			$ 441,800
Shares of company's common stock, shares			3,810,888
Shares of company's common stock, value assigned			$ 301,000			$ 301,000
Aggregate purchase price			$ 742,800

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pay vs Performance Disclosure
Net income (loss)	$ 1,820	$ (45,407)	$ 5,698

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-28

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482765/220-10-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-8

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-9

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 13: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
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+ Details

Organization

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization


1. Organization

We are the leading software provider exclusively dedicated to powering social impact. Serving the nonprofit and education sectors, companies committed to social responsibility and individual change makers, our essential software is built to accelerate impact in fundraising, nonprofit financial management, digital giving, grantmaking, corporate social responsibility and education management. A remote-first company, we have operations in the United States, Australia, Canada, Costa Rica and the United Kingdom, supporting users in 100+ countries.

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Accounts receivable, allowance	$ 6,907	$ 7,318

Income Taxes (Summary of Changes in Deferred Tax Asset Valuation Allowance) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Valuation Allowance [Line Items]
Balance at beginning of year	$ 34,769	$ 31,974	$ 29,184
Balance at end of year	37,862	34,769	31,974
Acquisition- related change
Valuation Allowance [Line Items]
Valuation allowance, deferred tax asset, increase (decrease), amount	0	0	893
Charges to expense
Valuation Allowance [Line Items]
Valuation allowance, deferred tax asset, increase (decrease), amount	$ 3,093	$ 2,795	$ 1,897

Basis of Presentation (Policy)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Basis of presentation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”).

Basis of consolidation

The consolidated financial statements include the accounts of Blackbaud, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Use of estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. On an ongoing basis, we reconsider and evaluate our estimates and assumptions, including those that impact revenue recognition, long-lived and intangible assets, income taxes, business combinations, stock-based compensation, capitalization of software development costs, our allowances for credit losses and sales returns, costs of obtaining contracts, valuation of derivative instruments, loss contingencies and insurance recoveries, among others. Changes in the facts or circumstances underlying these estimates could result in material changes and actual results could materially differ from these estimates.

Recently adopted accounting pronouncements

In September 2022, the Financial Accounting Standards Board issued Accounting Standards Update 2022-04, Liabilities-Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations ("ASU 2022-04"). This update requires entities that use supplier finance programs in connection with the purchase of goods and services to disclose key terms of the programs and information about obligations outstanding at the end of the reporting period, including a rollforward of those obligations. The guidance does not affect the recognition, measurement, or financial statement presentation of supplier finance programs. We adopted ASU 2022-04 on January 1, 2023 and the adoption did not have a material impact on our condensed consolidated financial statements.

Revenue recognition

Our revenue is primarily generated from the following sources: (i) charging for the use of our software solutions in cloud and hosted environments; (ii) providing payment and transaction services; and (iii) providing Impact-as-a-Service™ digital educational content. Revenue is recognized when control of these services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those services.

We determine revenue recognition through the following steps:

•Identification of the contract, or contracts, with a customer;

•Identification of the performance obligations in the contract;

•Determination of the transaction price;

•Allocation of the transaction price to the performance obligations in the contract; and

•Recognition of revenue when, or as, we satisfy a performance obligation.

Our recurring revenue includes two components: contractual recurring and transactional recurring.

Contractual recurring

Contractual recurring revenue is primarily comprised of fees for the use of our subscription-based software solutions, which includes providing access to cloud solutions, Impact-as-a-Service™ digital educational content, online training programs and subscription-based analytic services. Contractual recurring revenue also includes fees from maintenance services for our on-premises solutions.

Contractual recurring revenue represents stand-ready performance obligations in which we are making our solutions or services available to our customers continuously over time or the value of the contract renews. Therefore, recurring revenue is generally recognized over time on a ratable basis over the contract term, beginning on the date that the solution or service is made available to the customer. Our recurring revenue contracts are generally for a term of three years at contract inception with three-year renewals thereafter, billed annually in advance and non-cancelable.

Transactional recurring

Transactional recurring revenue is comprised of transaction fees associated with the use of our solutions, including donation processing, tuition management, consumer giving and event-based usage.

Our payment services are offered with the assistance of third-party vendors. In general, when we are the principal in a transaction based on the factors identified in ASC 606-10-55-36 through 55-40, we record the revenue and related costs on a gross basis. Otherwise, we net the cost of revenue associated with the service against the gross revenue (amount withheld for the transaction fees) and record the net amount as revenue. For payment and transaction services, we have the right to invoice the customer in an amount that directly corresponds with the value to the customer of our performance to date. Therefore, we recognize revenue for these services over time based on the amount we withhold for the transaction fees in accordance with the 'as invoiced' practical expedient in ASC 606-10-55-18.

One-time services and other

One-time services and other revenue is primarily comprised of fees for one-time consulting, analytic and onsite training services and fees for retained and managed services contracts that we do not expect to have a term consistent with our cloud solution contracts.

We generally bill consulting services based on hourly rates plus reimbursable travel-related expenses. Fixed price consulting engagements are generally billed as milestones towards completion are reached. Revenue for one-time consulting services is generally recognized over time as the services are performed.

Fees for retained and managed services contracts are generally billed in advance and recognized over time on a ratable basis over the contract term, beginning on the date the service is made available to the customer.

Contracts with multiple performance obligations

Some of our contracts with customers contain multiple performance obligations. For these contracts, we account for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. Standalone selling prices of our solutions and services are typically estimated based on observable transactions when the solutions or services are sold on a standalone basis.

Costs of obtaining contracts, contract assets and deferred revenue

We pay sales commissions at the time contracts with customers are signed or shortly thereafter, depending on the size and duration of the sales contract. Sales commissions and related fringe benefits earned by our sales force are considered incremental and recoverable costs of obtaining a contract with a customer. These costs are deferred and then amortized in a manner that aligns with the expected period of benefit, which we have historically determined to be five years. We determined the period of benefit by taking into consideration our customer contracts, including renewals, retention, our technology and other factors. We generally do not pay commissions for contract renewals that are commensurate with the commission paid on the initial contract. The related amortization expense is included in sales, marketing and customer success expense in our consolidated statements of comprehensive income.

A contract asset is recorded when revenue is recognized in advance of our right to receive consideration (i.e., we must satisfy additional performance obligations in order to receive consideration). Amounts are recorded as receivables when our right to consideration is unconditional (i.e., only the passage of time is required before payment of the consideration is due). Our contract assets are recorded within prepaid expenses and other current assets on our consolidated balance sheets. To the extent that our customers are billed for our solutions and services in advance of us satisfying the related performance obligations, we record such amounts in deferred revenue.

Sales taxes

We present sales taxes and other taxes collected from customers and remitted to governmental authorities on a net basis and, as such, exclude them from revenues.

Fair value measurements

We measure certain financial assets and liabilities at fair value on a recurring basis, including derivative instruments. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. An active market is defined as a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. We use a three-tier fair value hierarchy to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows:

•Level 1 - Quoted prices for identical assets or liabilities in active markets;

•Level 2 - Quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and

•Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are unobservable.

Our financial assets and liabilities are classified in their entirety within the hierarchy based on the lowest level of input that is significant to fair value measurement. Changes to a financial asset's or liability's level within the fair value hierarchy are determined as of the end of a reporting period. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.

Derivative instruments

We generally use derivative instruments to manage interest rate and foreign currency exchange risk. We view derivative instruments as risk management tools and do not use them for trading or speculative purposes. Our policy requires that derivatives used for hedging purposes be designated and effective as a hedge of the identified risk exposure at the inception of the contract. Accordingly, changes in fair value of the derivative contract must be highly correlated with changes in the fair value of the underlying hedged item at inception of the hedge and over the life of the hedge contract.

We record all derivative instruments on our consolidated balance sheets at fair value as either an asset or liability. If the derivative is designated as a cash flow hedge, the effective portions of the changes in fair value of the derivative are recorded in other comprehensive income and reclassified to earnings in a manner that matches the timing of the earnings impact of the hedged transactions. If the derivative is designated as a net investment hedge, the effective portions of the changes in fair value of the derivative are recorded to translation adjustment, a component of other comprehensive income, and recognized in earnings only when the hedged investment is liquidated. Ineffective portions of the changes in the fair value of cash flow hedges are recognized currently in earnings.

Cash and cash equivalents

We consider all highly liquid investments purchased with an original maturity of three months or less and cash items in transit to be cash equivalents.

Restricted cash due to customers; customer funds receivable; due to customers

Restricted cash due to customers; Customer funds receivable; Due to customers

Restricted cash due to customers consists of monies collected by us (or in transit) and payable to our customers, net of the associated transaction fees earned. Monies associated with amounts due to customers are segregated in separate bank accounts and used exclusively for the payment of amounts due to customers. This usage restriction is either legally or internally imposed and reflects our intention with regard to such deposits. Customer funds receivable consists of monies we expect to collect and remit to our customers.

Concentration of credit risk

Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents, restricted cash due to customers and accounts receivable. Our cash and cash equivalents and restricted cash due to customers are placed with high credit-quality financial institutions. Our accounts receivable is derived from sales to customers. With respect to accounts receivable, we perform ongoing evaluations of our customers and maintain an allowance for credit losses based on historical experience and our expectations of future credit losses.

Property and equipment

We record property and equipment assets at cost and depreciate them over their estimated useful lives using the straight-line method. Leasehold improvements are depreciated over the lesser of the term of the lease or the estimated useful life of the asset. Upon retirement or sale, the cost of assets disposed of and the related accumulated depreciation are removed from the accounts and any resulting gain or loss is credited or charged to earnings. Repair and maintenance costs are expensed as incurred.

Business combinations

We include the operating results of acquired companies as well as the net assets acquired and liabilities assumed in our consolidated financial statements from the date of acquisition. We are required to allocate the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed at the acquisition date based upon their estimated fair values. Goodwill as of the acquisition date represents the excess of the purchase consideration of an acquired business over the fair value of the underlying net tangible and intangible assets acquired and liabilities assumed.

We apply significant judgement in estimating the fair value of intangible assets acquired, which involves the use of significant assumptions. Significant assumptions used in the valuation of customer relationships include future revenue and operating expenses, customer attrition rates, contributory asset charges, tax amortization benefit, and discount rates. Significant assumptions used in the valuation of certain developed technology assets include future revenue, proprietary technology obsolescence curve, royalty rate, and discount rate. Significant assumptions used in the valuation of marketing assets include assumptions about the period of time the brand will continue to be valuable, royalty rate, and discount rate. Significant assumptions used in the valuation of content intangible assets include cost-based assumptions. Our estimates of fair value are based upon assumptions we believe to be reasonable, but which are inherently uncertain and unpredictable, and unanticipated events and changes in circumstances may occur.

Goodwill

Goodwill represents the purchase price in excess of the net amount assigned to assets acquired and liabilities assumed by us in a business combination. Goodwill is not amortized, but tested annually for impairment on the first day of our fourth quarter, or more frequently if indicators of potential impairment arise.

Accounting guidance permits entities to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis to determine whether it is necessary to perform the quantitative impairment test. Significant judgment is required in the assessment of qualitative factors, including but not limited to an evaluation of macroeconomic conditions as they relate to our business, industry and market trends, as well as the overall future financial performance of identified reporting units and future opportunities in the markets in which we operate.

Intangible assets

Intangible assets other than goodwill

We amortize finite-lived intangible assets over their estimated useful lives as follows.


	Basis of amortization	Amortization period (in years)
Customer relationships	Straight-line and Curve of Economic Benefit(1)	10-17
Marketing assets	Straight-line and Curve of Economic Benefit(1)	14-15
Developed technology	Straight-line and Curve of Economic Benefit(1)	3-14
Content	Straight-line	9

(1)Certain of the customer relationships, marketing assets and developed technology assets are amortized on a curve that represents the expected period of economic benefit.

We write off the gross carrying amount and accumulated amortization balances for all fully amortized intangible assets. We evaluate the estimated useful lives and the potential for impairment of finite and indefinite-lived intangible assets on an annual basis or more frequently if events or circumstances indicate revised estimates of useful lives may be appropriate or that the carrying amount may be impaired. If the carrying amount of a finite-lived intangible asset is no longer recoverable based upon the undiscounted cash flows of the asset, the amount of impairment is the difference between the carrying amount and the fair value of the asset. A

Impairment of long-lived assets

We review long-lived assets for impairment when events change or circumstances indicate the carrying amount may not be recoverable. Events or changes in circumstances that indicate the carrying amount may not be recoverable include, but are not limited to, a significant decrease in the market value of the business or asset acquired, a significant adverse change in the extent or manner in which the business or asset acquired is used or significant adverse change in the business climate. If such events or changes in circumstances are present, the undiscounted cash flow method is used to determine whether the asset or asset group is impaired.

Deferred financing costs

Deferred financing costs and debt discount

Deferred financing costs included in other assets represent the direct third-party costs of entering into the revolving (line-of-credit) portion of our credit facility in October 2020 and portions of the unamortized deferred financing costs from prior facilities. These costs are amortized ratably over the term of the credit facility as interest expense.

Other debt issuance costs, as well as the debt discount associated with our 2021 Incremental Term Loan (as defined below), 2020 Credit facility (as defined below) and portions of the unamortized balances from prior facilities, are recorded as a direct deduction from debt. These costs are amortized over the term of the credit facility as interest expense.

Stock-based compensation

We measure stock-based compensation cost at the grant date based on the fair value of the award and recognize it as expense over the requisite service period, which is the vesting period.

We recognize the effect of awards for which the requisite service period is not rendered when the award is forfeited (that is, we recognize the effect of forfeitures in compensation cost when they occur). Previously recognized compensation cost for an award is reversed in the period that the award is forfeited. Income tax benefits resulting from the vesting and exercise of stock-based compensation awards are recognized in the period the unit or award is vested or option or right is exercised.

Income taxes

We make estimates and judgments in accounting for income taxes. The calculation of the income tax provision requires estimates due to transactions, credits and calculations where the ultimate tax determination is uncertain. Uncertainties arise as a consequence of the actual source of taxable income between domestic and foreign locations, the outcome of tax audits and the ultimate utilization of tax credits. To the extent actual results differ from estimated amounts recorded, such differences will impact the income tax provision in the period in which the determination is made.

We make estimates in determining tax assets and liabilities, which arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes. We record valuation allowances to reduce our deferred tax assets to the amount expected to be realized. In assessing the adequacy of a recorded valuation allowance significant judgment is required. We consider all positive and negative evidence and a variety of factors including the scheduled reversal of deferred tax liabilities, historical and projected future taxable income, and prudent and feasible tax planning strategies. If we determine there is less than a 50% likelihood that we will be able to use a deferred tax asset in the future in excess of its net carrying value, then an adjustment to the deferred tax asset valuation allowance is made to increase income tax expense, thereby reducing net income in the period such determination was made.

We measure and recognize uncertain tax positions. To recognize such positions, we must first determine if it is more likely than not that the position will be sustained upon audit. We must then measure the benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. Significant judgment is required in the identification and measurement of uncertain tax positions.

Foreign currency

Net assets recorded in a foreign currency are translated at the exchange rate on the balance sheet date. Revenue and expense items are translated using an average of monthly exchange rates. The resulting translation adjustments are recorded in accumulated other comprehensive income.

Research and development

Research and development costs are expensed as incurred except as noted below under Software and content development costs. These costs include compensation costs for engineering and product management personnel, third-party contractor expenses, software development tools and other expenses related to researching and developing new solutions or upgrading and enhancing existing solutions that do not qualify for capitalization, and allocated depreciation, facilities and IT support costs.

Software development costs, software for internal use

Software and content development costs

We incur certain costs associated with the development of internal-use software and content, which are primarily related to activities performed to develop our cloud solutions and the development of online education curriculum to be delivered on

the Company's cloud platform. Internal and external costs incurred in the preliminary project stage of internal-use software development and content are expensed as incurred. Once the software or content being developed has reached the application development stage, qualifying internal costs including payroll and payroll-related costs of employees who are directly associated with and devote time to the software or content project as well as external direct costs of materials and services are capitalized. Capitalization ceases at the point at which the developed software or content is substantially complete and ready for its intended use, which is typically upon completion of all substantial testing. Qualifying costs capitalized during the application development stage include those related to specific upgrades and enhancements when it is probable that those costs incurred will result in additional functionality. Overhead costs, including general and administrative costs, as well as maintenance, training and all other costs associated with post-implementation stage activities are expensed as incurred. In addition, internal costs that cannot be reasonably separated between maintenance and relatively minor upgrades and enhancements are expensed as incurred. In certain circumstances, content development costs are considered deferred costs, when ownership of developed content belongs to the customer.

Software development costs, software to be sold

Credit losses and sales returns

Allowance for credit losses

Our accounts receivable consist of a single portfolio segment. Accounts receivable are recorded at original invoice amounts less an allowance for credit losses, an amount we estimate to be sufficient to provide adequate protection against lifetime expected losses resulting from extending credit to our customers. In judging the adequacy of the allowance for credit losses, we consider multiple factors including historical bad debt experience, the current aging of our receivables and current economic conditions that may affect our customers' ability to pay. A considerable amount of judgment is required in assessing these factors and if any receivables were to deteriorate, an additional provision for credit losses could be required. Accounts are written off after all means of collection are exhausted and recovery is considered remote. Provisions for credit losses are recorded in general and administrative expense.

Below is a summary of the changes in our allowance for credit losses.


Years ended December 31, (in thousands)	Balance at beginning of year		Provision/ adjustment		Write-off		Recovery		Balance at end of year
2023	$	6,022	$	2,012	$	(2,539)	$	601	$	6,096
2022	9,375		1,281		(5,162)		528		6,022
2021	9,016		4,483		(4,565)		441		9,375

The amount of write-offs during the year ended December 31, 2023 was lower than during the same periods in 2022 and 2021 as we experienced payment delays during those years related to the COVID-19 pandemic.

Allowance for sales returns

We maintain a reserve for returns and credits which is estimated based on several factors including historical experience, known credits yet to be issued, the aging of customer accounts and the nature of service level commitments. A considerable amount of judgment is required in assessing these factors. Provisions for sales returns and credits are charged against the related revenue items.

Advertising costs

We expense advertising costs as incurred

Restructuring costs

Restructuring costs include charges for the costs of exit or disposal activities. The liability for costs associated with exit or disposal activities is measured initially at fair value and only recognized when the liability is incurred.

Leases

We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use ("ROU") assets, accrued expense and other current liabilities, and operating lease liabilities, net of current portion in our consolidated balance sheet as of December 31, 2023 and 2022.

ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate in determining the present value of lease payments. Our incremental borrowing rate is based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at the commencement date. We use the implicit rate when readily determinable. The operating lease ROU asset also includes any initial direct costs and lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments related to our operating leases is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components, which are generally accounted for separately. We do not recognize short-term leases (those that, at the commencement date, have a lease term of 12 months or less) on our consolidated balance sheets. Variable lease payments, which are primarily comprised of common-area maintenance, utilities and real estate taxes that are passed on from the lessor in proportion to the space leased by us, are recognized in operating expenses in the period in which the obligation for those payments is incurred.

Contingencies

Loss contingencies

We are subject to the possibility of various loss contingencies, including legal proceedings and claims, that arise in the normal course of business, as well as certain other non-ordinary course proceedings, claims and investigations, as described in Note 11 to these consolidated financial statements. We record an accrual for a loss contingency when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Often these issues are subject to substantial uncertainties and, therefore, the probability of loss and the estimation of damages are difficult to ascertain. These assessments can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions that have been deemed reasonable by us. Although we believe we have substantial defenses in these matters, we could incur judgments or enter into settlements of claims that could have a material adverse effect on our consolidated financial position, results of operations or cash flows in any particular period.

Earnings per share

Earnings (loss) per share

We compute basic earnings (loss) per share by dividing net (loss) income attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income attributable to common stockholders by the weighted average number of common shares and dilutive potential common shares outstanding during the period. Diluted earnings per share reflects the assumed exercise, settlement and vesting of all dilutive securities using the “treasury stock method” except when the effect is anti-dilutive. Potentially dilutive securities consist of shares issuable upon the exercise of stock options and stock appreciation rights and vesting of restricted stock awards and units. In periods where there are net losses and the inclusion of potentially dilutive securities would be anti-dilutive, diluted loss per share is the same as basic loss per share.

Legal contingencies

Legal proceedings

We are subject to legal proceedings and claims that arise in the ordinary course of business, as well as certain other non-ordinary course proceedings, claims and investigations, as described below. We record an accrual for a loss contingency when it is both probable that a material liability has been incurred and the amount of the loss can be reasonably estimated. If only a range of estimated losses can be determined, we accrue an amount within the range that, in our judgment, reflects the most likely outcome; if none of the estimates within that range is a better estimate than any other amount, we accrue the low end of the range. For proceedings in which an unfavorable outcome is reasonably possible but not probable and an estimate of

the loss or range of losses arising from the proceeding can be made, we disclose such an estimate, if material. If such a loss or range of losses is not reasonably estimable, we disclose that fact. We review any such loss contingency accruals at least quarterly and adjust them to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to a particular case. We recognize insurance recoveries, if any, when they are probable of receipt. All associated costs due to third-party service providers and consultants, including legal fees, are expensed as incurred.

Basis of Presentation

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Basis of Presentation


2. Basis of Presentation

Basis of presentation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”).

Basis of consolidation

The consolidated financial statements include the accounts of Blackbaud, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Use of estimates

Recently adopted accounting pronouncements

Recently issued accounting pronouncements

There are no recently issued accounting pronouncements that are expected to have a material impact on our financial position or results of operations when adopted in the future.

Summary of significant accounting policies

Revenue recognition

We determine revenue recognition through the following steps:

•Identification of the contract, or contracts, with a customer;

•Identification of the performance obligations in the contract;

•Determination of the transaction price;

•Allocation of the transaction price to the performance obligations in the contract; and

•Recognition of revenue when, or as, we satisfy a performance obligation.

Our recurring revenue includes two components: contractual recurring and transactional recurring.

Contractual recurring

Transactional recurring

Transactional recurring revenue is comprised of transaction fees associated with the use of our solutions, including donation processing, tuition management, consumer giving and event-based usage.

One-time services and other

Contracts with multiple performance obligations

Costs of obtaining contracts, contract assets and deferred revenue

Sales taxes

We present sales taxes and other taxes collected from customers and remitted to governmental authorities on a net basis and, as such, exclude them from revenues.

Fair value measurements

•Level 1 - Quoted prices for identical assets or liabilities in active markets;

•Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are unobservable.

Derivative instruments

Cash and cash equivalents

We consider all highly liquid investments purchased with an original maturity of three months or less and cash items in transit to be cash equivalents.

Restricted cash due to customers; Customer funds receivable; Due to customers

Concentration of credit risk

Property and equipment

Construction-in-progress primarily related to purchases of information technology assets which had not been placed in service at the respective balance sheet dates. We transfer these assets to the applicable property and equipment category on the date they are placed in service. There was no capitalized interest applicable to construction-in-progress for the years ended December 31, 2023 and 2022.

Business combinations

Goodwill

The quantitative impairment test compares the fair values of identified reporting units with their respective carrying amounts. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. Based on our current internal reporting structure, we have one operating segment, one reportable segment, and one reporting unit. In each of 2023, 2022 and 2021, we performed the quantitative impairment test, which indicated that the estimated fair values of the identified reporting units significantly exceeded their respective carrying values. There were no impairments of goodwill during 2023, 2022 and 2021.

Intangible assets other than goodwill

We amortize finite-lived intangible assets over their estimated useful lives as follows.


	Basis of amortization	Amortization period (in years)
Customer relationships	Straight-line and Curve of Economic Benefit(1)	10-17
Marketing assets	Straight-line and Curve of Economic Benefit(1)	14-15
Developed technology	Straight-line and Curve of Economic Benefit(1)	3-14
Content	Straight-line	9

(1)Certain of the customer relationships, marketing assets and developed technology assets are amortized on a curve that represents the expected period of economic benefit.

Impairment of long-lived assets

Deferred financing costs and debt discount

Stock-based compensation

We measure stock-based compensation cost at the grant date based on the fair value of the award and recognize it as expense over the requisite service period, which is the vesting period.

Income taxes

Foreign currency

Gains and losses resulting from foreign currency transactions denominated in currency other than the functional currency are recorded at the approximate rate of exchange at the transaction date in other income, net. For the years ended December 31, 2023 and 2021, we recorded net foreign currency losses that were insignificant and $1.6 million, respectively. During the year ended December 31, 2022, we recorded a net foreign currency gain of $4.6 million.

Research and development

Software and content development costs

Qualifying capitalized software and content development costs are amortized on a straight-line basis over the software asset's estimated useful life, which is generally three to seven years. We evaluate the useful lives of these assets on an annual basis and test for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. See Note 6 to these consolidated financial statements for a discussion of our impairment of certain capitalized software development costs during 2022. There were no impairments of capitalized software assets during 2023 and 2021. We write off the gross carrying amount and accumulated amortization balances for all fully amortized capitalized software and content development cost assets.

Allowance for credit losses

Below is a summary of the changes in our allowance for credit losses.


Years ended December 31, (in thousands)	Balance at beginning of year		Provision/ adjustment		Write-off		Recovery		Balance at end of year
2023	$	6,022	$	2,012	$	(2,539)	$	601	$	6,096
2022	9,375		1,281		(5,162)		528		6,022
2021	9,016		4,483		(4,565)		441		9,375

Allowance for sales returns

Below is a summary of the changes in our allowance for sales returns.


Years ended December 31, (in thousands)	Balance at beginning of year		Provision/ adjustment		Deduction		Balance at end of year
2023	$	1,296	$	2,488	$	(2,973)	$	811
2022	1,780		4,785		(5,269)		1,296
2021	1,276		6,967		(6,463)		1,780

Advertising costs

We expense advertising costs as incurred, which were $14.0 million, $16.5 million and $7.1 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Restructuring costs

Leases

Loss contingencies

Earnings (loss) per share

Debt (Schedule of Currently Effective Financing Agreements) (Details) - USD ($)
$ in Thousands

Jan. 31, 2023

Dec. 31, 2022

Other debt [Member]

Debt Instrument [Line Items]

Debt, face amount

^[1]

$ 2,491

$ 1,710

[1]	Represent noncash investing and financing transactions during the periods indicated as we purchased software and services by assuming directly related liabilities.

- Definition

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

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+ Details

Consolidated Financial Statement Details

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Consolidated Financial Statement Details


8. Consolidated Financial Statement Details

Restricted cash


(dollars in thousands)	December 31, 2023		December 31, 2022
Restricted cash due to customers	$	695,489	$	700,611

Real estate escrow balances and other	1,517		1,629
Total restricted cash	$	697,006	$	702,240

Prepaid expenses and other assets


(dollars in thousands)	December 31, 2023		December 31, 2022
Costs of obtaining contracts(1)(2)	$	62,377	$	74,272
Prepaid software maintenance and subscriptions(3)	35,169		34,766
Derivative instruments	16,198		32,117
Implementation costs for cloud computing arrangements, net(4)(5)	9,259		10,189
Unbilled accounts receivable	5,615		5,775
Prepaid insurance	3,940		4,902
Taxes, prepaid and receivable	3,418		1,855
Deferred tax assets	644		1,153

Other assets	13,702		10,929
Total prepaid expenses and other assets	150,322		175,958
Less: Long-term portion	51,037		94,304
Prepaid expenses and other current assets	$	99,285	$	81,654

(1)Amortization expense from costs of obtaining contracts was $31.9 million, $33.6 million and $35.5 million for the years ended December 31, 2023, 2022 and 2021, respectively, and is included in sales, marketing and customer success expense in our consolidated statements of comprehensive income.

(2)The current portion of costs of obtaining contracts as of December 31, 2023 and 2022 was $25.3 million and $29.1 million, respectively.

(3)The current portion of prepaid software maintenance and subscriptions as of December 31, 2023 and December 31, 2022 was $32.4 million and $31.7 million, respectively.

(4)These costs primarily relate to the multi-year implementations of our global enterprise resource planning and customer relationship management systems.

(5)Amortization expense from capitalized cloud computing implementation costs was $2.5 million, $2.2 million and $1.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. Accumulated amortization for these costs was $7.7 million and $5.2 million as of December 31, 2023 and 2022, respectively.

Accrued expenses and other liabilities


(dollars in thousands)	December 31, 2023		December 31, 2022
Taxes payable	$	21,282	$	16,667
Customer credit balances	10,238		8,257
Operating lease liabilities, current portion	6,701		7,723
Derivative instruments	5,540		323
Accrued commissions and salaries	4,413		6,944
Accrued transaction-based costs related to payments services	4,323		5,059
Accrued health care costs	3,865		2,467
Accrued legal costs	3,659		28,448
Accrued vacation costs	2,452		2,156
Contingent consideration liability	1,403		2,710


Other liabilities	10,704		9,542
Total accrued expenses and other liabilities	74,580		90,296
Less: Long-term portion	10,258		4,294
Accrued expenses and other current liabilities	$	64,322	$	86,002

Other income, net


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Interest income	$	8,821	$	1,746	$	392
Currency revaluation (losses) gains	(36)		4,635		(1,644)
Other income, net	4,076		2,332		1,432
Other income, net	$	12,861	$	8,713	$	180

Revenue Recognition (Revenue by Geography) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue	$ 1,105,432	$ 1,058,105	$ 927,740
United States [Member]
Disaggregation of Revenue [Line Items]
Revenue	945,580	896,116	777,333
United Kingdom [Member]
Disaggregation of Revenue [Line Items]
Revenue	100,833	101,026	89,688
Other countries [Member]
Disaggregation of Revenue [Line Items]
Revenue	$ 59,019	$ 60,963	$ 60,719

- Definition

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

+ References + Details

- Definition

+ References

+ Details

Basis of Presentation (Tables)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Schedule of Finite-Lived Intangible Assets

We amortize finite-lived intangible assets over their estimated useful lives as follows.


	Basis of amortization	Amortization period (in years)
Customer relationships	Straight-line and Curve of Economic Benefit(1)	10-17
Marketing assets	Straight-line and Curve of Economic Benefit(1)	14-15
Developed technology	Straight-line and Curve of Economic Benefit(1)	3-14
Content	Straight-line	9

(1)Certain of the customer relationships, marketing assets and developed technology assets are amortized on a curve that represents the expected period of economic benefit.

Accounts Receivable, Allowance for Credit Loss

Below is a summary of the changes in our allowance for credit losses.


Years ended December 31, (in thousands)	Balance at beginning of year		Provision/ adjustment		Write-off		Recovery		Balance at end of year
2023	$	6,022	$	2,012	$	(2,539)	$	601	$	6,096
2022	9,375		1,281		(5,162)		528		6,022
2021	9,016		4,483		(4,565)		441		9,375

Allowance for sales returns

Below is a summary of the changes in our allowance for sales returns.


Years ended December 31, (in thousands)	Balance at beginning of year		Provision/ adjustment		Deduction		Balance at end of year
2023	$	1,296	$	2,488	$	(2,973)	$	811
2022	1,780		4,785		(5,269)		1,296
2021	1,276		6,967		(6,463)		1,780

Income Taxes (Details) $ in Millions	Dec. 31, 2023 USD ($)
Income Taxes [Line Items]
Unrecognized tax benefit that, if recognized, would favorably affect the effective tax rate	$ 3.2
Domestic Tax Authority [Member]
Income Taxes [Line Items]
Operating loss carryforwards	14.9
Operating loss carryforwards subject to expiration	12.4
Foreign Tax Authority [Member]
Income Taxes [Line Items]
Operating loss carryforwards	3.8
State and Local Jurisdiction [Member]
Income Taxes [Line Items]
Operating loss carryforwards	50.8
Tax credit carryforwards	$ 40.9

Debt (Tables)

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Summary of Debt

The following table summarizes our debt balances and the related weighted average effective interest rates, which includes the effect of interest rate swap agreements.


	Debt balance at				Weighted average effective interest rate at
(dollars in thousands)	December 31, 2023		December 31, 2022		December 31, 2023		December 31, 2022
Credit facility:
Revolving credit loans	$	114,100	$	177,800	7.52	%	5.18	%
Term loans	607,500		623,750		3.51	%	4.26	%
Real estate loans	56,745		58,189		5.22	%	5.22	%
Other debt	2,800		2,247		8.42	%	7.38	%
Total debt	781,145		861,986		4.24	%	4.52	%
Less: Unamortized discount and debt issuance costs	1,481		2,943
Less: Debt, current portion	19,259		18,802		7.02	%	6.45	%
Debt, net of current portion	$	760,405	$	840,241	4.17	%	4.48	%

Schedule of Currently Effective Financing Agreements

The following table summarizes our currently effective financing agreements as of December 31, 2023:


(dollars in thousands)	Term in Months	Number of Annual Payments	First Annual Payment Due	Original Loan Value
Effective dates of agreements(1):
December 2022	39	3	January 2023	$	1,710
January 2023	36	3	April 2023	2,491

(1)Represent noncash investing and financing transactions during the periods indicated as we purchased software and services by assuming directly related liabilities.

Supplier Finance Program

The changes in supplier financing obligations during the years ended December 31, 2023, consisted of the following:


(dollars in thousands)	Total
Balance at December 31, 2022	$	2,247
Additions	2,491
Payments	(1,938)
Balance at December 31, 2023	$	2,800

Annual Maturities Related to Credit Facility, Real Estate Loans and Other Debt

As of December 31, 2023, the required annual maturities related to the 2020 Credit Facility, the Real Estate Loans and our other debt were as follows:


Years ending December 31, (dollars in thousands)	Annual maturities
2024	$	19,259
2025	708,534
2026	1,969
2027	2,166
2028	2,374
Thereafter	46,843
Total required maturities	$	781,145

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

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+ Details

Income Taxes (Schedule of Effective Income Tax Rate Reconciliation) (Details)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Federal statutory rate	21.00%	21.00%	21.00%
Effect of:
State income taxes, net of federal benefit	20.00%	1.50%	4.40%
Nondeductible security incident-related fines or penalties	35.70%	(8.70%)	0.00%
Section 162(m) limitation	30.10%	(6.40%)	75.00%
Stock-based compensation	13.40%	(6.30%)	(36.20%)
Change in valuation reserve (primarily state credit reserves)	10.80%	(5.40%)	26.10%
GILTI inclusion	9.30%	(2.60%)	0.00%
Foreign tax rate	6.10%	1.00%	(6.00%)
Nondeductible meals, entertainment and transportation	4.40%	(0.70%)	1.10%
Unrecognized tax benefit	0.70%	0.50%	(32.70%)
Acquisition costs	0.00%	0.00%	8.70%
Return to accrual adjustment	(8.30%)	1.40%	(4.20%)
State credits, net of federal benefit	(9.10%)	7.20%	(32.60%)
FDII benefit	(10.20%)	(2.30%)	0.00%
Federal credits generated	(42.30%)	11.50%	(54.50%)
Other	1.00%	0.10%	4.60%
Income tax provision effective rate	89.70%	18.30%	19.60%
Foreign Tax Authority [Member]
Effect of:
Change in income tax rate applied to deferred tax balances	0.00%	0.10%	42.60%
State and Local Jurisdiction [Member]
Effect of:
Change in income tax rate applied to deferred tax balances	7.10%	1.80%	2.30%

Commitments and Contingencies

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies


11. Commitments and Contingencies

Leases

We have operating leases for corporate offices, subleased offices and certain equipment and furniture. As of December 31, 2023, we did not have any operating leases that had not yet commenced.

The following table summarizes the components of our lease expense:


	Year ended December 31,
(dollars in thousands)	2023		2022		2021
Operating lease cost(1)	$	8,812	$	9,501	$	9,636
Variable lease cost	1,431		1,670		2,478
Sublease income	(3,356)		(2,763)		(1,516)
Net lease cost	$	6,887	$	8,408	$	10,598

(1)Includes short-term lease costs, which were immaterial.

During the year ended December 31, 2023, we recorded noncash impairment charges of $5.6 million against certain operating lease ROU assets. These impairment charges resulted primarily from our entry into a sublease in July 2023 for a portion of our Washington, DC office location, which we previously closed in February 2023 to align with our remote-first workforce strategy and are reflected in general and administrative expense on the statements of comprehensive income.

During the year ended December 31, 2022, we recorded noncash impairment charges of $1.0 million against certain operating lease ROU assets resulting primarily from our decision to cease using a portion of our leased office space. These charges are reflected in general and administrative expense on the statements of comprehensive income.

In October 2021, we made the decision to permanently close our fixed office locations (with the exception of our global headquarters facility in Charleston, South Carolina), effective in December 2021. This change was intended to align our real estate footprint with our transition to a remote-first workforce. We enter into arrangements for smaller more flexible workspaces where necessary. As a result, during the twelve months ended December 31, 2021, we reduced the estimated useful lives of our operating lease ROU assets for certain of our office locations we expected to exit. We recorded $5.3 million in incremental operating lease costs during 2021 related to this change in accounting estimate. For these same office locations, we also reduced the estimated useful lives of certain facilities-related fixed assets, which resulted in incremental depreciation expense of $1.7 million during 2021 (see Note 7 to these consolidated financial statements). During the twelve months ended December 31, 2021, we also recorded $3.6 million in impairments of operating lease ROU assets associated with certain leased office spaces we have ceased using as a result of our adjusted workforce strategy. These impairment charges are reflected in general and administrative expense.

Maturities of our operating lease liabilities as of December 31, 2023 were as follows:


Years ending December 31, (dollars in thousands)	Operating leases
2024	$	8,662
2025	7,703
2026	6,107
2027	6,207
2028	6,101
Thereafter	20,689
Total lease payments	55,469
Less: Amount representing interest	8,683
Present value of future payments	$	46,786

Our ROU assets and lease liabilities are included in the following line items in our consolidated balance sheet:


(dollars in thousands)	December 31, 2023		December 31, 2022
Operating leases
Operating lease ROU assets	$	36,927	$	45,899

Accrued expenses and other current liabilities	$	6,701	$	7,723
Operating lease liabilities, net of current portion	40,085		44,918
Total operating lease liabilities	$	46,786	$	52,641

The weighted average remaining lease terms and discount rates were as follows:


(dollars in thousands)	December 31, 2023		December 31, 2022		December 31, 2021
Operating leases
Weighted average remaining lease term (years)	7.7		8.5		8.9
Weighted average discount rate	4.70	%	4.63	%	4.68	%

Supplemental cash flow information related to leases was as follows:


	Year ended December 31,
(dollars in thousands)	2023		2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases(1)	$	10,983	$	11,439	$	11,338
Right-of-use assets obtained in exchange for lease obligations (non-cash):
Operating leases	2,765		—		5,358

Other commitments

The term loans under the 2020 Credit Facility require periodic principal payments. The balance of the term loans and any amounts drawn on the revolving credit loans are due upon maturity of the 2020 Credit Facility in October 2025. The Real Estate Loans also require periodic principal payments and the balance of the Real Estate Loans are due upon maturity in April 2038.

We have contractual obligations for third-party technology used in our solutions and for other services we purchase as part of our normal operations. In certain cases, these arrangements require a minimum annual purchase commitment by us. As of December 31, 2023, the remaining aggregate minimum purchase commitment under these arrangements was approximately $257.6 million through 2027.

Solution and service indemnifications

In the ordinary course of business, we provide certain indemnifications of varying scope to customers against claims of intellectual property infringement made by third parties arising from the use of our solutions or services. We have not identified any losses that might be covered by these indemnifications

Legal proceedings

Legal proceedings are inherently unpredictable. However, we believe that we have valid defenses with respect to the legal matters pending or threatened against us and intend to defend ourselves vigorously against all claims asserted. It is possible that our consolidated financial position, results of operations or cash flows could be materially negatively affected in any particular period by an unfavorable resolution of one or more of such legal proceedings.

Security incident

As previously disclosed, we are subject to risks and uncertainties as a result of a ransomware attack against us in May 2020 in which a cybercriminal removed a copy of a subset of data from our self-hosted environment (the "Security Incident"). Based on the nature of the Security Incident, our research and third party (including law enforcement) investigation, we do not believe that any data went beyond the cybercriminal, has been misused, or has been disseminated or otherwise made available publicly. Our investigation into the Security Incident remains ongoing.

As a result of the Security Incident, we are currently subject to certain legal proceedings, claims and investigations, as discussed below, and could be the subject of additional legal proceedings, claims, inquiries and investigations in the future that might result in adverse judgments, settlements, fines, penalties or other resolution. To limit our exposure to losses related to claims against us, including data breaches such as the Security Incident, we maintain $50 million of insurance above a $250 thousand deductible payable by us. As noted below, this coverage reduced our financial exposure related to the Security Incident in prior years.

We recorded expenses and offsetting probable insurance recoveries related to the Security Incident as follows:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Gross expense	$	53,426	$	57,614	$	40,561
Offsetting probable insurance recoveries	—		(1,891)		(38,745)
Net expense	$	53,426	$	55,723	$	1,816

The following summarizes our cumulative expenses, insurance recoveries recognized and insurance recoveries paid as of:


(dollars in thousands)	December 31, 2023		December 31, 2022		December 31, 2021
Cumulative gross expense	$	161,431	$	108,005	$	50,391
Cumulative offsetting insurance recoveries recognized	(50,000)		(50,000)		(48,109)
Cumulative net expense	$	111,431	$	58,005	$	2,282

Cumulative offsetting insurance recoveries paid	$	(50,000)	$	(50,000)	$	(29,968)

Recorded expenses have consisted primarily of payments to third-party service providers and consultants, including legal fees, settlement of the previously disclosed SEC and multi-state Attorneys General investigations (discussed below), settlements of customer claims and accruals for certain loss contingencies. Not included in the expenses discussed above were costs associated with enhancements to our cybersecurity program. We present expenses and insurance recoveries related to the Security Incident in general and administrative expense on our consolidated statements of comprehensive (loss) income and as operating activities on our consolidated statements of cash flows. Total costs related to the Security Incident exceeded the limit of our insurance coverage during the first quarter of 2022. We expect to continue to experience significant expenses related to our response to the Security Incident, resolution of legal proceedings, claims and investigations, including those discussed below, and our efforts to further enhance our cybersecurity measures. For full year 2023, we incurred net pre-tax

expense of $53.4 million related to the Security Incident, which included $22.4 million for ongoing legal fees. It also includes settlements and additional accruals for loss contingencies of $31.0 million. Also, for full year 2023, we had net cash outlays of $78.0 million related to the Security Incident, which included ongoing legal fees, the $3.0 million civil penalty paid during the first quarter of 2023 related to the SEC settlement and the $49.5 million civil penalty paid during the fourth quarter of 2023 related to the multi-state Attorneys General settlement (discussed below). In line with our policy, legal fees are expensed as incurred. For full year 2024, we currently expect net pre-tax expense of approximately $5.0 million to $10.0 million and net cash outlays of approximately $8.0 million to $13.0 million for ongoing legal fees related to the Security Incident.

As of December 31, 2023, we have recorded approximately $1.5 million in aggregate liabilities for loss contingencies based primarily on recent negotiations with certain customers related to the Security Incident that we believe we can reasonably estimate in accordance with our loss contingency procedures described above. Our liabilities for loss contingencies are recorded in accrued expenses and other current liabilities on our consolidated balance sheets. It is reasonably possible that our estimated or actual losses may change in the near term for those matters and be materially in excess of the amounts accrued, but we are unable at this time to reasonably estimate the possible additional loss.

There are other Security Incident-related matters, including customer claims, customer constituent class actions and governmental investigations, for which we have not recorded a liability for a loss contingency as of December 31, 2023 because we are unable at this time to reasonably estimate the possible loss or range of loss. Each of these matters could, separately or in the aggregate, result in an adverse judgement, settlement, fine, penalty or other resolution, the amount, scope and timing of which we are currently unable to predict, but could have a material adverse impact on our results of operations, cash flows or financial condition.

Customer claims. To date, we have received approximately 260 specific requests for reimbursement of expenses, approximately 214 (or 82%) of which have been fully resolved and closed and approximately 39 (or 15%) are inactive and are considered by us to have been abandoned by the customers. We have also received approximately 400 reservations of the right to seek expense recovery in the future from customers or their attorneys in the U.S., U.K. and Canada related to the Security Incident, none of which resulted in claims submitted to us and are considered by us to have been abandoned by the customers. We have also received notices of proposed claims on behalf of a number of U.K. data subjects, which we are reviewing. In addition, insurance companies representing various customers’ interests through subrogation claims have contacted us, and certain insurance companies have filed subrogation claims in court, of which 3 cases remain active and unresolved. Customer and insurer subrogation claims generally seek reimbursement of their costs and expenses associated with notifying their own customers of the Security Incident and taking steps to assure that personal information has not been compromised as a result of the Security Incident. Our review of customer and subrogation claims includes analyzing individual customer contracts into which we have entered, the specific claims made and applicable law.

Customer constituent class actions. Presently, we are a defendant in putative consumer class action cases in U.S. federal courts (most of which have been consolidated under multi district litigation to a single federal court) and in Canadian courts alleging harm from the Security Incident. The plaintiffs in these cases, who purport to represent various classes of individual constituents of our customers, generally claim to have been harmed by alleged actions and/or omissions by us in connection with the Security Incident and assert a variety of common law and statutory claims seeking monetary damages, injunctive relief, costs and attorneys’ fees and other related relief.

Lawsuits that are putative class actions require a plaintiff to satisfy a number of procedural requirements before proceeding to trial. These requirements include, among others, demonstration to a court that the law proscribes in some manner our activities, the making of factual allegations sufficient to suggest that our activities exceeded the limits of the law and a determination by the court—known as class certification—that the law permits a group of individuals to pursue the case together as a class. If these procedural requirements are not met, the lawsuit cannot proceed as a class action and the plaintiff may lose the financial incentive to proceed with the case. We are currently engaged in court proceedings to determine whether this will proceed as a class action. Frequently, a court’s determination as to these procedural requirements is subject to appeal to a higher court. As a result of these uncertainties, we may be unable to determine the probability of loss until, or after, a court has finally determined that a plaintiff has satisfied the applicable class action procedural requirements.

Furthermore, for putative class actions, it is often not possible to reasonably estimate the possible loss or a range of loss amounts, even where we have determined that a loss is reasonably possible. Generally, class actions involve a large number of people and raise complex legal and factual issues that result in uncertainty as to their outcome and, ultimately, making it difficult for us to estimate the amount of damages that a plaintiff might successfully prove. This analysis is further complicated by the fact that the plaintiffs lack contractual privity with us.

Governmental investigations. We have received a Civil Investigative Demand from the office of the California Attorney General relating to the Security Incident and are in discussions with the Attorney General about potential resolution of issues arising from this investigation. Although we are hopeful that we can resolve this matter on acceptable terms, there is no assurance that we will be able to do so on terms acceptable to us and the State of California.

We also are subject to the following pending governmental actions:

•an investigation by the U.S. Federal Trade Commission (the "FTC"), as further described below; and

•an investigation by the U.S. Department of Health and Human Services.

We also responded to inquiries from the Office of the Australian Information Commissioner in September 2020 and the Office of the Privacy Commissioner of Canada in October 2020.

As previously disclosed, on February 1, 2024, the FTC announced its approval of an Agreement Containing Consent Order (the “Proposed Order”) evidencing its settlement with the Company in connection with the Security Incident. Pursuant to its rules, the FTC placed the Proposed Order and related draft complaint on the public record for a period of 30 days for the receipt of public comments after which the FTC will consider any comments received from interested persons prior to determining whether and in what form to finalize the Proposed Order. The 30-day comment period is scheduled to expire on March 14, 2024. As part of the FTC’s proposed order, the Company has not been fined and is not otherwise required to make any payment. Furthermore, the Company has agreed to the FTC’s proposed order without admitting or denying any of the FTC’s allegations, except as expressly stated otherwise in the Proposed Order. If finalized, the settlement described in the Proposed Order will fully resolve the FTC investigation. Although we believe the Proposed Order will be finalized in substantially its current form, there can be no assurances as to whether that will occur or its timing.

Under the terms of the Proposed Order, we have agreed (i) to not misrepresent (a) the extent to which we maintain, use, delete or disclose certain customer information, (b) the extent to which we protect the privacy, security, availability, confidentiality or integrity of such information or (c) the extent of any security incident or unauthorized disclosure, misuse, loss, theft, alteration, destruction or other compromise of such information, and (ii) to delete certain data, adopt and make public certain record retention limits, establish, implement and maintain a specified information security program, obtain regular independent assessments of the mandated information security program, provide to the FTC specified certifications regarding our compliance with the Proposed Order, provide to the FTC reports of any future security incidents and create and maintain specified recordkeeping.

For more information, see the form of Proposed Order that was furnished as Exhibit 99.2 to the Company’s Current Report on Form 8-K filed with the SEC on February 2, 2024.

As previously disclosed, on October 5, 2023, we entered into separate, substantially similar Administrative Orders with each of 49 state Attorneys General and the District of Columbia relating to the previously announced 2020 Security Incident in which a cyber-criminal removed a copy of a subset of data from our self-housed environment. This settlement fully resolves the previously disclosed multi-state Civil Investigative Demand and the separate Civil Investigative Demand from the Office of the Indiana Attorney General relating to the Security Incident (the “Multi-state Investigation”), which is further described in the substantially similar Administrative Orders filed in each of the 49 states and the District of Columbia.

Under the terms of the Administrative Orders, we have agreed: (i) to comply with state consumer protection laws, data breach notification laws, and the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”); (ii) not to make misleading misrepresentations to our customers or the individuals whose data is stored by us concerning (a) the extent to which we protect the privacy, security, confidentiality, or integrity of certain data, (b) the likelihood that data impacted by a security incident may be subject to unauthorized access, disclosure, or other misuse, or (c) the data breach notification requirements; and (iii) to implement and improve certain cybersecurity programs and tools.

As part of the Administrative Orders, we also agreed to pay, and have paid, a total of $49.5 million to the 49 states and District of Columbia. We entered into the Administrative Orders without admitting fault or liability in connection with the matters subject to the Multi-state Investigation. The form of Administrative Order was furnished as Exhibit 99.2 to our Current Report on Form 8-K filed with the SEC on October 5, 2023.

As previously disclosed, on March 9, 2023, we reached a settlement with the SEC in connection with the Security Incident. This settlement fully resolves the previously disclosed SEC investigation of the Security Incident and is further described in an SEC cease-and-desist order (the “SEC Order”). Under the terms of the SEC Order, we have agreed to cease-and-desist from committing or causing any violations or any future violations of Sections 17(a)(2) and (3) of the Securities Act of 1933, as amended (the “Securities Act”), and Section 13(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rules 12b-20, 13a-13 and 13a-15(a) thereunder. No other violations of the securities laws are alleged in the SEC Order. As part of the SEC Order, we also agreed to pay, and have paid, a civil penalty in the amount of $3.0 million. We consented to the entry of the SEC Order without admitting or denying the findings of the SEC Order, other than with respect to the SEC’s jurisdiction over the Company and the subject matter of the SEC Order. The SEC Order describing the settlement was furnished as Exhibit 99.1 and the SEC’s press release announcing this resolution was furnished as Exhibit 99.2 to our Current Report on Form 8-K filed with the SEC on March 9, 2023.

On September 28, 2021, the Information Commissioner’s Office in the United Kingdom under the U.K. Data Protection Act 2018 (the "ICO") notified us that it has closed its investigation of the Security Incident. Based on its investigation and having considered our actions before, during and after the Security Incident, the ICO issued our European subsidiary a reprimand in accordance with Article 58(2)(b) of the U.K. General Data Protection Regulation ("U.K. GDPR") due to our non-compliance, in the ICO's view, with the requirements set out in Article 32 of the U.K. GDPR regarding the processing of personal data. The ICO did not impose a penalty related to the Security Incident, nor did it impose any requirements for further action by us.

On September 24, 2021, we received notice from the Spanish Data Protection Authority that it has concluded its investigation of the Security Incident, pursuant to which our European subsidiary paid a penalty of €60,000 in relation to the alleged late notification of two Spanish data controllers regarding the Security Incident.

On January 15, 2021, we were notified by the Data Protection Commission of Ireland that it has concluded its investigation of the Security Incident without taking any action against us.

We continue to cooperate with all ongoing investigations, which include various requests for documents, policies, narratives and communications, as well as requests to interview or depose various Company-related personnel. As noted above, each of these separate governmental investigations could result in adverse judgments, settlements, fines, penalties or other resolution, the amount, scope and timing of which we are currently unable to predict, but could have a material adverse impact on our results of operations, cash flows or financial condition.

Insider Trading Arrangements

3 Months Ended

Dec. 31, 2023

Trading Arrangements, by Individual

Material Terms of Trading Arrangement

The following table provides information about trading arrangements adopted or terminated by certain of our officers and directors during the three months ended December 31, 2023.

Trading arrangement(1)

Aggregate
number of
securities to
be sold
under plan

Name and Title

Action

Date of Adoption

Plan
effective
date

Plan
end
date

Plan
duration
(months)

Rule 10b5-1

Non-Rule 10b5-1

Michael P. Gianoni

Chief Executive Officer, President and Vice Chairman of the Board

Adoption

11/07/23

2/26/24

8/09/24

Six

50,000

Anthony W. Boor

Executive Vice President and Chief Financial Officer

Adoption

11/07/23

2/26/24

8/09/24

Six

30,000

Kevin P. Gregoire

Executive Vice President and Chief Operating Officer

Adoption

11/15/23

2/26/24

11/01/24

Nine

13,000

Kevin R. McDearis

Executive Vice President and Chief Technology Officer

Adoption

11/17/23

3/06/24

6/04/24

Three

5,253

(2)

Jon W. Olson

Senior Vice President and General Counsel

Adoption

11/21/23

3/06/24

9/27/24

Seven

9,200

(1)An SEC "Rule 10b5-1(c) trading arrangement" is a trading arrangement made by a person through entering into a binding contract, verbal instruction or adoption of a written plan prior to becoming aware of material non-public information. The contract, instruction or written plan must specify the amount, price and date of securities to be sold; include the means for determining the amount, price and date of the sale or sales; and not permit the person to have subsequent influence over the sale or sales. The compliant plan must be entered into and operated in good faith, include a specified cooling off period, be certified by an authorized officer and is restricted from having multiple or overlapping plans. A non-compliant trading arrangement, or a "non-Rule 10b5-1 trading arrangement," is a trading arrangement that has similar requirements to a Rule 10b5-1(c) trading arrangement except that it must be in written form and does not require a cooling off period or certification of an authorized officer and there is no restriction from having multiple or overlapping plans.

(2)Represents the target quantity of Performance Share Awards which may be subject to a performance multiplier; therefore, the aggregate number of shares to be sold may be equal to, greater than or less than the target quantity.

None of our officers or directors adopted or terminated a non-Rule 10b5-1 trading arrangement during the three months ended December 31, 2023.

Non-Rule 10b5-1 Arrangement Adopted

false

Non-Rule 10b5-1 Arrangement Terminated

false

Michael P. Gianoni [Member]

Trading Arrangements, by Individual

Name

Michael P. Gianoni

Title

Chief Executive Officer, President and Vice Chairman of the Board

Rule 10b5-1 Arrangement Adopted

true

Adoption Date

11/07/23

Arrangement Duration

6 months 3 days

Aggregate Available

50,000

Anthony W. Boor [Member]

Trading Arrangements, by Individual

Name

Anthony W. Boor

Title

Executive Vice President and Chief Financial Officer

Rule 10b5-1 Arrangement Adopted

true

Adoption Date

11/07/23

Arrangement Duration

6 months 3 days

Aggregate Available

30,000

Kevin P. Gregoire [Member]

Trading Arrangements, by Individual

Name

Kevin P. Gregoire

Title

Executive Vice President and Chief Operating Officer

Rule 10b5-1 Arrangement Adopted

true

Adoption Date

11/15/23

Arrangement Duration

8 months 26 days

Aggregate Available

13,000

Kevin R. McDearis [Member]

Trading Arrangements, by Individual

Name

Kevin R. McDearis

Title

Executive Vice President and Chief Technology Officer

Rule 10b5-1 Arrangement Adopted

true

Adoption Date

11/17/23

Arrangement Duration

2 months 29 days

Aggregate Available

5,253

Jon W. Olson [Member]

Trading Arrangements, by Individual

Name

Jon W. Olson

Title

Senior Vice President and General Counsel

Rule 10b5-1 Arrangement Adopted

true

Adoption Date

11/21/23

Arrangement Duration

6 months 22 days

Aggregate Available

9,200

Stock-Based Compensation (Summary of Stock-Based Compensation Expense) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated stock-based compensation expense	$ 127,762	$ 110,294	$ 120,379
Cost of recurring [Member]
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated stock-based compensation expense	14,052	11,258	12,405
Cost of one-time services and other [Member]
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated stock-based compensation expense	2,606	3,178	7,547
Total included in cost of revenue [Member]
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated stock-based compensation expense	16,658	14,436	19,952
Sales, marketing and customer success [Member]
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated stock-based compensation expense	24,892	21,409	20,283
Research and development [Member]
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated stock-based compensation expense	30,780	24,207	27,080
General and administrative [Member]
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated stock-based compensation expense	55,432	50,242	53,064
Total included in operating expenses [Member]
Employee Service Stock-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated stock-based compensation expense	$ 111,104	$ 95,858	$ 100,427

Derivative Instruments (Details) £ in Millions, $ in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2023 CAD ($)	Dec. 31, 2023 GBP (£)	Dec. 31, 2022 CAD ($)	Dec. 31, 2022 GBP (£)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Accumulated other comprehensive income expected to be reclassified into earnings within next 12 months	$ 16.4
Ineffective portion of interest rate swap(s)	0.0	$ 0.0	$ 0.0
Undesignated derivative instruments	0.0	0.0	$ 0.0
Interest rate swap [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative, notional amount	$ 935.0	$ 435.0
Foreign currency forward contracts [Member]
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative, notional amount				$ 29.9	£ 13.2	$ 22.6	£ 11.2

Segment Information

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Segment Information


16. Segment Information

Our chief operating decision maker is our chief executive officer ("CEO"). Our CEO uses consolidated financial information to make operating decisions, assess financial performance and allocate resources. We have one operating segment and one reportable segment.

The following table presents long-lived assets by geographic region based on the location of the assets. For purposes of this disclosure, long-lived assets includes property and equipment, net and operating lease ROU assets.


	Years ended December 31,
(dollars in thousands)	2023		2022
United States	$	134,316	$	151,656
Other countries	1,300		1,669
Total long-lived assets	$	135,616	$	153,325

See Note 17 to these consolidated financial statements for information about our revenues by geographic region.

- Definition

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

+ References

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

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

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-26

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

Commitments and Contingencies (Schedule of Security Incident Expense and Probable Insurance Recoveries) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Security Incident, gross expense	$ 53,426	$ 57,614	$ 40,561
Security Incident, offsetting probable insurance recoveries	0	(1,891)	(38,745)
Security Incident, net expense	53,426	55,723	1,816
Security Incident, cumulative gross expense	161,431	108,005	50,391
Security Incident, cumulative offsetting insurance recoveries	(50,000)	(50,000)	(48,109)
Security Incident, cumulative net expense	111,431	58,005	2,282
Security Incident, cumulative offsetting insurance recoveries paid	$ (50,000)	$ (50,000)	$ (29,968)

Debt

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Debt


9. Debt

The following table summarizes our debt balances and the related weighted average effective interest rates, which includes the effect of interest rate swap agreements.


	Debt balance at				Weighted average effective interest rate at
(dollars in thousands)	December 31, 2023		December 31, 2022		December 31, 2023		December 31, 2022
Credit facility:
Revolving credit loans	$	114,100	$	177,800	7.52	%	5.18	%
Term loans	607,500		623,750		3.51	%	4.26	%
Real estate loans	56,745		58,189		5.22	%	5.22	%
Other debt	2,800		2,247		8.42	%	7.38	%
Total debt	781,145		861,986		4.24	%	4.52	%
Less: Unamortized discount and debt issuance costs	1,481		2,943
Less: Debt, current portion	19,259		18,802		7.02	%	6.45	%
Debt, net of current portion	$	760,405	$	840,241	4.17	%	4.48	%

2020 refinancing

In October 2020, we entered into a 5-year $900.0 million Amended and Restated Credit Agreement (the “2020 Credit Facility”). The 2020 Credit Facility matures in October 2025 and replaced our 5-year $700 million credit facility entered into during June 2017 (the "2017 Credit Facility") by amending and restating it to include a $500.0 million revolving credit facility (the “2020 Revolving Facility”) and a $400.0 million term loan facility (the “2020 Term Loan”). Upon closing, we borrowed $400.0 million pursuant to the 2020 Term Loan and used the proceeds to repay the outstanding principal balance of the term loan under the 2017 Credit Facility, and repay $124.4 million of outstanding revolving credit loans under the 2017 Revolving Facility.

In connection with the amendment and restatement of the 2017 Credit Facility, the existing Pledge Agreement dated June 2, 2017, by us in favor of Bank of America, N.A., as administrative agent, was likewise amended and restated.

Summary of the 2020 Credit Facility

The 2020 Revolving Facility includes (i) a $50.0 million sublimit available for the issuance of standby letters of credit, (ii) a $50.0 million sublimit available for swingline loans, and (iii) a $100.0 million sublimit available for multicurrency borrowings.

Our obligations under the 2020 Credit Facility are secured by the stock and limited liability company interests of certain of our direct subsidiaries and any of our material domestic subsidiaries, if any, and the proceeds therefrom pledged pursuant to an Amended and Restated Pledge Agreement dated as of October 30, 2020, by us in favor of Bank of America, N.A., as administrative agent, for the ratable benefit of itself and the secured parties referred to therein.

The term loan under the 2020 Credit Facility requires periodic principal payments. The balance of the term loan and any amounts drawn on the revolving credit loans are due upon maturity of the 2020 Credit Facility in October 2025. We evaluate the classification of our debt as current or non-current based on the required annual maturities of the 2020 Credit Facility. We may prepay the 2020 Credit Facility in whole or in part at any time without premium or penalty, other than customary breakage costs with respect to certain types of loans.

The 2020 Credit Facility contains various representations, warranties and affirmative, negative and financial covenants customary for financings of this type. Financial covenants include a net leverage ratio and an interest coverage ratio. At December 31, 2023, we were in compliance with our debt covenants under the 2020 Credit Facility.

Under the terms of the 2020 Credit Facility, we are entitled on one or more occasions, subject to the satisfaction of certain conditions, to request an increase in the commitments under the Revolving Credit Facility and/or request additional incremental term loans in the aggregate principal amount of up to $250.0 million plus an amount, if any, such that the net leverage ratio shall be no greater than 3.25 to 1.00. At December 31, 2023, our available borrowing capacity under the 2020 Credit Facility was $384.5 million.

First Amendment to 2020 Credit Facility

On January 31, 2022, we entered into the First Amendment to Credit Agreement (the “Amendment”). The Amendment amended the 2020 Credit Facility to, among other things, (i) modify the definition of “Applicable Margin”, (ii) modify the net leverage ratio financial covenant to require a net leverage ratio of (A) 4.00:1.00 or less for the fiscal quarter ended December 31, 2021 and for fiscal quarters ending thereafter through December 31, 2023 and (B) 3.75:1.00 or less for the fiscal quarters ending March 31, 2024 and thereafter, (iii) reset the $250.0 million fixed dollar basket with respect to the accordion feature and (iv) modify certain negative covenants to provide additional operational flexibility.

LIBOR Transition Amendment

On August 26, 2022, we entered into a LIBOR Transition Amendment (the "LIBOR Amendment"). The LIBOR Amendment amended the 2020 Credit Facility, as previously amended, to change the interest rate benchmark from LIBOR to SOFR (as defined therein). The LIBOR Amendment did not change any terms of the 2020 Credit Facility unrelated to reference rate reform.

After giving effect to both the First Amendment and the LIBOR Transition Amendment, dollar denominated loans under the 2020 Revolving Facility and the 2020 Term Loan bear interest based on, at our election, either (a) the Base Rate (as defined below) or (b) Term SOFR (as defined below), in each case, plus an applicable margin. "Base Rate" is defined as a rate per annum equal to the highest of (i) the Federal Funds Rate plus 0.50%, (ii) the prime rate announced by Bank of America, N.A.,

and (iii) Term SOFR plus 1.00%. "Term SOFR" is defined as a rate per annum equal to the forward-looking term rate based on the secured overnight financing rate plus a credit sensitive adjustment of 0.11448% for a one month tenor, 0.26161% for a three month tenor or 0.42826% for a six month tenor, as applicable, in each case, per annum. The applicable margin is adjusted quarterly based on our net leverage ratio and ranges from 0.375% to 1.50% for Base Rate loans and 1.375% to 2.50% for Term SOFR loans, in each case, per annum.

Sterling denominated loans under the 2020 Revolving Facility bear interest based on SONIA plus an applicable margin. "SONIA" is defined as a rate per annum equal to the Sterling Overnight Index Average Reference Rate published on the fifth Business Day preceding such date on the applicable Reuters screen page plus a credit sensitive adjustment of 0.0326% per annum. The applicable margin is adjusted quarterly based on our net leverage ratio and ranges from 1.375% to 2.50% per annum.

We also pay a quarterly commitment fee on the unused portion of the 2020 Revolving Facility from 0.250% to 0.50% per annum, depending on our net leverage ratio.

At December 31, 2023, the applicable margin for Term SOFR, SONIA and other Eurocurrency Rate loans under the 2020 Credit Facility was 1.625% and the commitment fee applicable to the 2020 Revolving Facility was 0.250%.

First Incremental Term Loan

On December 31, 2021, we entered into the First Incremental Term Loan Agreement (the "Incremental Amendment"). The Incremental Amendment amends the 2020 Credit Facility and, among other things, provides for a $250.0 million incremental term loan (the “2021 Incremental Term Loan”).

The 2021 Incremental Term Loan bears interest based on, at our election, either (a) the Base Rate (2021 Incremental) (as defined below), (b) Daily SOFR Rate (as defined below) or (c) Term SOFR (2021 Incremental) (as defined below), in each case, plus an applicable margin. "Base Rate (2021 Incremental)" is defined as a rate per annum equal to the highest of (i) the Federal Funds Rate plus 0.50%, (ii) the prime rate announced by Bank of America, N.A., and (iii) Daily SOFR Rate plus 1.00%. “Daily SOFR Rate” is defined as a rate per annum equal to secured overnight financing rate plus a credit sensitive adjustment of 0.10%. "Term SOFR (2021 Incremental)" is defined as a rate per annum equal to the forward-looking term rate based on the secured overnight financing rate plus a credit sensitive adjustment of 0.10% for a one month tenor, 0.15% for a three month tenor or 0.25% for a six month tenor, as applicable, in each case, per annum. The applicable margin is adjusted quarterly based on our net leverage ratio and ranges from 0.375% to 1.50% for Base Rate (2021 Incremental) loans and 1.375% to 2.50% for Daily SOFR Rate loans and Term SOFR (2021 Incremental) loans, in each case, per annum. The 2021 Incremental Term Loan matures in October 2025, which is the maturity date of the existing term loan under the 2020 Credit Facility, and is otherwise subject to substantially the same terms and conditions as the existing term loan under the 2020 Credit Facility.

Financing costs

In connection with our entry into the 2020 Credit Facility, we paid $4.0 million in financing costs, of which $1.2 million were capitalized in other assets and, together with a portion of the unamortized deferred financing costs from the 2017 Credit Facility and prior facilities, are being amortized into interest expense over the term of the new facility. We recorded aggregate financing costs of $2.0 million as a direct deduction from the carrying amount of our debt liability, which related to debt discount (fees paid to lenders) and debt issuance costs for the 2020 Term Loan.

In connection with our entry into the 2021 Incremental Term Loan, we paid $3.1 million in financing costs which were recorded as a direct deduction from the carrying amount of our debt liability.

As of December 31, 2023, deferred financing costs totaling $0.6 million were included in other assets on our consolidated balance sheets.

Real estate loans

In August 2020, we completed the purchase of our global headquarters facility. As part of the purchase price, we assumed the Seller’s obligations under two senior secured notes with a then-aggregate outstanding principal amount of $61.1 million (collectively, the “Real Estate Loans”). The Real Estate Loans require periodic principal payments and the balance of the Real Estate Loans are due upon maturity in April 2038. At December 31, 2023, we were in compliance with our debt covenants under the Real Estate Loans.

Other debt

From time to time, we enter into third-party financing agreements for purchases of software and related services for our internal use. Generally, the agreements are non-interest-bearing notes requiring annual payments. Interest associated with the notes is imputed at the rate we would incur for amounts borrowed under our then-existing credit facility at the inception of the notes. Our assumption of these loans are noncash financing transactions and are reflected in our supplemental disclosure of cash flow information.

The following table summarizes our currently effective financing agreements as of December 31, 2023:


(dollars in thousands)	Term in Months	Number of Annual Payments	First Annual Payment Due	Original Loan Value
Effective dates of agreements(1):
December 2022	39	3	January 2023	$	1,710
January 2023	36	3	April 2023	2,491

(1)Represent noncash investing and financing transactions during the periods indicated as we purchased software and services by assuming directly related liabilities.

The changes in supplier financing obligations during the years ended December 31, 2023, consisted of the following:


(dollars in thousands)	Total
Balance at December 31, 2022	$	2,247
Additions	2,491
Payments	(1,938)
Balance at December 31, 2023	$	2,800

As of December 31, 2023, the required annual maturities related to the 2020 Credit Facility, the Real Estate Loans and our other debt were as follows:


Years ending December 31, (dollars in thousands)	Annual maturities
2024	$	19,259
2025	708,534
2026	1,969
2027	2,166
2028	2,374
Thereafter	46,843
Total required maturities	$	781,145

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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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 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Defined Contribution Plan (Details) - USD ($) $ in Millions	12 Months Ended
Defined Contribution Plan (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Defined Contribution Plan Disclosure [Line Items]
Employer matching contribution, percent of qualified employees' contribution	50.00%	50.00%	50.00%
Employer matching contributions, total	$ 7.8	$ 9.3	$ 6.5
Employer discretionary contributions, total	$ 0.0	$ 0.0	$ 0.0
Minimum [Member]
Defined Contribution Plan Disclosure [Line Items]
Employee contribution, percent of salary	1.00%	1.00%	1.00%
Maximum [Member]
Defined Contribution Plan Disclosure [Line Items]
Employee contribution, percent of salary	75.00%	75.00%	75.00%
Employer matching contribution, percent of employees' salary	6.00%	6.00%	6.00%

Segment Information (Tables)

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Long-Lived Assets By Geographic Region


	Years ended December 31,
(dollars in thousands)	2023		2022
United States	$	134,316	$	151,656
Other countries	1,300		1,669
Total long-lived assets	$	135,616	$	153,325

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities
Net income (loss)	$ 1,820	$ (45,407)	$ 5,698
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	109,487	102,369	82,410
Provision for credit losses and sales returns	4,500	6,066	11,450
Stock-based compensation expense	127,762	110,294	120,379
Deferred taxes	(24,368)	(26,644)	(2,429)
Amortization of deferred financing costs and discount	1,775	2,364	1,570
Other non-cash adjustments	5,023	5,676	10,490
Changes in operating assets and liabilities, net of acquisition and disposal of businesses:
Accounts receivable	(3,237)	(7,340)	(6,525)
Prepaid expenses and other assets	16,851	26,235	(2,048)
Trade accounts payable	(18,576)	21,607	(9,670)
Accrued expenses and other liabilities	(30,275)	(2,386)	(8,190)
Deferred revenue	8,872	11,059	10,526
Net cash provided by operating activities	199,634	203,893	213,661
Cash flows from investing activities
Purchase of property and equipment	(4,685)	(12,289)	(11,664)
Capitalized software and content development costs	(59,443)	(58,774)	(40,489)
Purchase of net assets of acquired companies, net of cash and restricted cash acquired	(13)	(20,912)	(419,120)
Cash received in sale of business	0	6,426	0
Other investing activities	(250)	0	0
Net cash used in investing activities	(64,391)	(85,549)	(471,273)
Cash flows from financing activities
Proceeds from issuance of debt	293,200	211,000	582,200
Payments on debt	(374,595)	(310,740)	(152,971)
Debt issuance costs	0	0	(3,106)
Stock issuance costs	0	(1,339)	0
Employee taxes paid for withheld shares upon equity award settlement	(35,867)	(36,376)	(39,404)
Change in due to customers	(6,812)	111,386	(13,464)
Change in customer funds receivable	(60)	380	(731)
Purchase of treasury stock	(18,831)	0	(108,416)
Net cash (used in) provided by financing activities	(142,965)	(25,689)	264,108
Effect of exchange rate on cash, cash equivalents and restricted cash	2,048	(10,486)	297
Net (decrease) increase in cash, cash equivalents and restricted cash	(5,674)	82,169	6,793
Cash, cash equivalents and restricted cash, beginning of year	733,931	651,762	644,969
Cash, cash equivalents and restricted cash, end of year	728,257	733,931	651,762
Supplemental Cash Flow Information [Abstract]
Cash paid for interest	(38,052)	(33,371)	(16,386)
Cash (paid) for taxes, net of refunds	(35,619)	(9,670)	(10,073)
Purchase of EVERFI through the issuance of stock (see Note 3)	0	0	(303,633)
Purchase of equipment and other assets included in accounts payable	(837)	(158)	(1,747)
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Cash and cash equivalents	31,251	31,691
Total restricted cash	697,006	702,240
Total cash, cash equivalents and restricted cash in the statement of cash flows	728,257	733,931
Other debt [Member]
Purchases by assuming directly related liabilities	$ (2,491)	$ (1,710)	$ 0

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Revenue
Revenue	$ 1,105,432	$ 1,058,105	$ 927,740
Cost of revenue
Cost of revenue	502,188	505,389	443,195
Gross profit	603,244	552,716	484,545
Operating expenses
Sales, marketing and customer success	212,158	221,455	186,314
Research and development	153,304	156,913	124,573
General and administrative	189,938	199,908	146,262
Amortization	3,139	2,925	2,227
Restructuring	0	0	263
Total operating expenses	558,539	581,201	459,639
Income (loss) from operations	44,705	(28,485)	24,906
Interest expense	(39,922)	(35,803)	(18,003)
Other income, net	12,861	8,713	180
Income (loss) before provision for income taxes	17,644	(55,575)	7,083
Income tax provision (benefit)	15,824	(10,168)	1,385
Net income (loss)	$ 1,820	$ (45,407)	$ 5,698
Earnings (loss) per share
Basic earnings per share	$ 0.03	$ (0.88)	$ 0.12
Diluted earnings per share	$ 0.03	$ (0.88)	$ 0.12
Common shares and equivalents outstanding
Basic weighted average shares	52,546,406	51,569,148	47,412,306
Diluted weighted average shares	53,721,342	51,569,148	48,230,438
Other comprehensive (loss) income
Foreign currency translation adjustment	$ 5,049	$ (16,160)	$ 661
Unrealized (loss) gain on derivative instruments, net of tax	(15,675)	18,576	8,358
Total other comprehensive (loss) income	(10,626)	2,416	9,019
Comprehensive (loss) income	(8,806)	(42,991)	14,717
Recurring [Member]
Revenue
Revenue	1,071,520	1,011,733	880,850
Cost of revenue
Cost of revenue	470,455	463,449	390,803
Cost of one-time services and other [Member]
Revenue
Revenue	33,912	46,372	46,890
Cost of revenue
Cost of revenue	$ 31,733	$ 41,940	$ 52,392

Fair Value Measurements (Assets and Liabilities Measured at Fair Value on a Recurring Basis) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration obligations	$ 1,403	$ 2,710
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other assets
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Other liabilities	Other liabilities
Fair value measurements, recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps	$ 16,198	$ 31,870
Total financial assets	16,198	32,117
Derivative liabilities	5,004
Foreign currency forward contracts, liability	536	323
Contingent consideration obligations	1,403	2,710
Total financial liabilities	6,943	3,033
Foreign currency forward contracts, asset		247
Fair value measurements, recurring [Member] \| Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps	0	0
Total financial assets	0	0
Derivative liabilities	0
Foreign currency forward contracts, liability	0	0
Contingent consideration obligations	0	0
Total financial liabilities	0	0
Foreign currency forward contracts, asset		0
Fair value measurements, recurring [Member] \| Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps	16,198	31,870
Total financial assets	16,198	32,117
Derivative liabilities	5,004
Foreign currency forward contracts, liability	536	323
Contingent consideration obligations	0	0
Total financial liabilities	5,540	323
Foreign currency forward contracts, asset		247
Fair value measurements, recurring [Member] \| Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps	0	0
Total financial assets	0	0
Derivative liabilities	0
Foreign currency forward contracts, liability	0	0
Contingent consideration obligations	1,403	2,710
Total financial liabilities	$ 1,403	2,710
Foreign currency forward contracts, asset		$ 0

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 31,251	$ 31,691
Total restricted cash	697,006	702,240
Accounts receivable, net of allowance of $6,907 and $7,318 at December 31, 2023 and December 31, 2022, respectively	101,862	102,809
Customer funds receivable	353	249
Prepaid expenses and other current assets	99,285	81,654
Total current assets	929,757	918,643
Property and equipment, net	98,689	107,426
Operating lease right-of-use assets	36,927	45,899
Software development costs, net	160,194	141,023
Goodwill	1,053,738	1,050,272
Intangible assets, net	581,937	635,136
Other assets	51,037	94,304
Total assets	2,912,279	2,992,703
Current liabilities:
Trade accounts payable	25,184	42,559
Accrued expenses and other current liabilities	64,322	86,002
Due to customers	695,842	700,860
Debt, current portion	19,259	18,802
Deferred revenue, current portion	392,530	382,419
Total current liabilities	1,197,137	1,230,642
Debt, net of current portion	760,405	840,241
Deferred tax liability	93,292	125,759
Deferred revenue, net of current portion	2,397	2,817
Operating lease liabilities, net of current portion	40,085	44,918
Other liabilities	10,258	4,294
Total liabilities	2,103,574	$ 2,248,671
Commitments and contingencies (see Note 11)
Stockholders' equity:
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares outstanding	0	0
Preferred stock; 20,000,000 shares authorized; none outstanding	$ 0	$ 0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	180,000,000	180,000,000
Common stock, shares issued	69,188,304	67,814,044
Common stock, shares, outstanding	53,625,440	53,068,814
Common stock, $0.001 par value; 180,000,000 shares authorized; 69,188,304 and 67,814,044 shares issued at December 31, 2023 and December 31, 2022, respectively; 53,625,440 and 53,068,814 shares outstanding at December 31, 2023 and December 31, 2022, respectively	$ 69	$ 68
Additional paid-in capital	$ 1,203,012	$ 1,075,264
Treasury stock, common, shares	15,562,864	14,745,230
Treasury stock, at cost; 15,562,864 and 14,745,230 shares at December 31, 2023 and December 31, 2022, respectively	$ (591,557)	$ (537,287)
Accumulated other comprehensive (loss) income	(1,688)	8,938
Retained earnings	198,869	197,049
Total stockholders' equity	808,705	744,032
Total liabilities and stockholders' equity	$ 2,912,279	$ 2,992,703

Fair Value Measurements

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements


6. Fair Value Measurements

Recurring fair value measurements

Financial assets and liabilities that are measured at fair value on a recurring basis consisted of the following, as of the dates indicated below:


	Fair value measurement using
(dollars in thousands)	Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Fair value as of December 31, 2023
Financial assets:
Interest rate swaps	$	—	$	16,198	$	—	$	16,198

Total financial assets	$	—	$	16,198	$	—	$	16,198

Fair value as of December 31, 2023
Financial liabilities:
Interest rate swaps	$	—	$	5,004	$	—	$	5,004
Foreign currency forward contracts	—		536		—		536
Contingent consideration obligations	—		—		1,403		1,403
Total financial liabilities	$	—	$	5,540	$	1,403	$	6,943

Fair value as of December 31, 2022
Financial assets:
Interest rate swaps	$	—	$	31,870	$	—	$	31,870
Foreign currency forward contracts	—		247		—		247
Total financial assets	$	—	$	32,117	$	—	$	32,117

Fair value as of December 31, 2022
Financial liabilities:

Foreign currency forward contracts	$	—	$	323	$	—	$	323
Contingent consideration obligations	—		—		2,710		2,710
Total financial liabilities	$	—	$	323	$	2,710	$	3,033

Our derivative instruments within the scope of Accounting Standards Codification ("ASC") 815, Derivatives and Hedging, are required to be recorded at fair value. Our derivative instruments that are recorded at fair value include interest rate swaps and foreign currency forward contracts. See Note 10 to these consolidated financial statements for additional information about our derivative instruments.

The fair value of our interest rate swaps and foreign currency forward contracts are based on model-driven valuations using Secured Overnight Financing Rate ("SOFR") rates and foreign currency forward rates, respectively, which are observable at commonly quoted intervals. Accordingly, our interest rate swaps and foreign currency forward contracts are classified within Level 2 of the fair value hierarchy. Our financial contracts that were indexed to LIBOR were modified to reference SOFR during the three months ended September 30, 2022. These modifications did not have a significant financial impact.

Contingent consideration obligations arise from business acquisitions. The fair values are based on discounted cash flow analyses reflecting a probability-weighted assessment approach derived from the likelihood of possible achievement of specified performance measures or events and captures the contractual nature of the contingencies, commercial risk, and the

time value of money. As the fair value measurements for our contingent consideration obligations contain significant unobservable inputs, they are classified within Level 3 of the fair value hierarchy. See Note 3 to these consolidated financial statements for additional information about our contingent consideration obligations.

We believe the carrying amounts of our cash and cash equivalents, restricted cash, accounts receivable, trade accounts payable, accrued expenses and other current liabilities and due to customers approximate their fair values at December 31, 2023 and December 31, 2022, due to the immediate or short-term maturity of these instruments.

We believe the carrying amount of our debt approximates its fair value at December 31, 2023 and December 31, 2022, as the debt bears interest rates that approximate market value. As SOFR rates are observable at commonly quoted intervals, our debt under the 2020 Credit Facility (as defined below) is classified within Level 2 of the fair value hierarchy. The fair value of our fixed rate debt does not exceed the carrying amount.

We did not transfer any assets or liabilities among the levels within the fair value hierarchy during the years ended December 31, 2023, 2022 and 2021.

Non-recurring fair value measurements

Assets and liabilities that are measured at fair value on a non-recurring basis include long-lived assets, intangible assets, goodwill and operating lease ROU assets. These assets are recognized at fair value during the period in which an acquisition is completed or at lease commencement, from updated estimates and assumptions during the measurement period, or when they are considered to be impaired. These non-recurring fair value measurements, primarily for long-lived assets, intangible assets acquired and operating lease ROU assets, are based on Level 3 unobservable inputs. In the event of an impairment, we determine the fair value of these assets other than goodwill using a discounted cash flow approach, which contains significant unobservable inputs and, therefore, is considered a Level 3 fair value measurement. The unobservable inputs in the analysis generally include future cash flow projections and a discount rate. For goodwill impairment testing, we estimate fair value using market-based methods including the use of market capitalization and consideration of a control premium.

During the year ended December 31, 2023, we recorded noncash impairment charges of $5.6 million against certain operating lease ROU assets and $1.1 million impairment charges against certain property and equipment assets. See Notes 11 and 7, respectively, to these consolidated financial statements for additional details.

During the year ended December 31, 2022, we recorded noncash impairment charges of $2.3 million against certain previously capitalized software development costs, $2.0 million against certain insignificant customer relationship intangible assets that were held for sale, $1.0 million against certain operating lease ROU assets and insignificant impairment charges against certain property and equipment assets. See Notes 11 and 7, respectively, to these consolidated financial statements for additional details.

During the year ended December 31, 2021, we recorded noncash impairment charges of $3.6 million against certain operating lease ROU assets and $1.7 million against certain property and equipment assets. See Notes 11 and 7, respectively, to these consolidated financial statements for additional details.

There were no other non-recurring fair value adjustments during 2023, 2022 and 2021 except for certain business combination accounting adjustments to the initial fair value estimates of the assets acquired and liabilities assumed at the acquisition date from updated estimates and assumptions during the measurement period. See Note 3 to these consolidated financial statements for additional details.

Stockholders' Equity

12 Months Ended

Dec. 31, 2023

Equity [Abstract]

Stockholders' Equity


14. Stockholders' Equity

Preferred stock

Our Board of Directors may fix the relative rights and preferences of each series of preferred stock in a resolution of the Board of Directors.

Stock repurchase program

Under our stock repurchase program, we are authorized to repurchase shares from time to time in accordance with applicable laws both on the open market, including under trading plans established pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and in privately negotiated transactions. The timing and amount of repurchases depends on several factors, including market and business conditions, the trading price of our common stock and the nature of other investment opportunities. The repurchase program does not have an expiration date and may be limited, suspended or discontinued at any time without prior notice. Under the 2020 Credit Facility, we have restrictions on our ability to repurchase shares of our common stock, which are summarized on page 56 in this report.

We account for purchases of treasury stock under the cost method. During the year ended December 31, 2023, we repurchased 221,836 shares for $18.8 million. The remaining amount available to purchase stock under the then approved stock repurchase program was $231.2 million as of December 31, 2023.

On January 17, 2024, our Board of Directors reauthorized, expanded and replenished our stock repurchase program by expanding the total capacity under the program from $250.0 million to $500.0 million available for purchase. Between January 1, 2024 and January 17, 2024, we repurchased $22.3 million under the prior authorization. Between January 18, 2024 and February 16, 2024, we repurchased an additional 7,114 shares for $0.6 million under the new authorization. The remaining amount available to purchase stock under the stock repurchase program was $499.4 million as of February 16, 2024.

Changes in accumulated other comprehensive income (loss) by component

The changes in accumulated other comprehensive income (loss) by component, consisted of the following:


	Years ended December 31,
(in thousands)	2023		2022		2021
Accumulated other comprehensive income (loss), beginning of period	$	8,938	$	6,522	$	(2,497)
By component:
Gains and losses on cash flow hedges:
Accumulated other comprehensive income (loss) balance, beginning of period	$	23,833	$	5,257	$	(3,101)
Other comprehensive (loss) income before reclassifications, net of tax effects of $201, $(8,068) and $(1,982)	(271)		22,772		5,617
Amounts reclassified from accumulated other comprehensive (loss) income	(20,806)		(5,685)		3,714

Tax expense (benefit) included in provision for income taxes	5,402		1,489		(973)
Total amounts reclassified from accumulated other comprehensive (loss) income	(15,404)		(4,196)		2,741
Net current-period other comprehensive (loss) income	(15,675)		18,576		8,358
Accumulated other comprehensive income balance, end of period	$	8,158	$	23,833	$	5,257
Foreign currency translation adjustment:
Accumulated other comprehensive (loss) income balance, beginning of period	$	(14,895)	$	1,265	$	604
Translation adjustment	5,049		(16,160)		661
Accumulated other comprehensive (loss) income balance, end of period	(9,846)		(14,895)		1,265
Accumulated other comprehensive (loss) income, end of period	$	(1,688)	$	8,938	$	6,522

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

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

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

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
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-Publisher FASB
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

Debt (Annual Maturities Related to Credit Facility, Real Estate Loans and Other Debt) (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Debt Disclosure [Abstract]
2024	$ 19,259
2025	708,534
2026	1,969
2027	2,166
2028	2,374
Thereafter	46,843
Total required maturities	$ 781,145

- Definition

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

+ References + Details

Document and Entity Information Document - USD ($)	12 Months Ended
Document and Entity Information Document - USD ($)	Dec. 31, 2023	Feb. 14, 2024	Jun. 30, 2023
Document Information [Line Items]
Document type	10-K
Document annual report	true
Document period end date	Dec. 31, 2023
Current fiscal year end date	--12-31
Document transition report	false
Entity file number	000-50600
Entity registrant name	Blackbaud, Inc.
Entity incorporation, state or country code	DE
Entity tax identification number	11-2617163
Entity address, address line one	65 Fairchild Street
Entity address, city or town	Charleston
Entity address, state or province	SC
Entity address, postal zip code	29492
City area code	843
Local phone number	216-6200
Entity well-known seasoned issuer	Yes
Entity voluntary filers	No
Entity current reporting status	Yes
Entity interactive data current	Yes
Entity filer category	Large Accelerated Filer
Entity small business	false
Entity emerging growth company	false
ICFR auditor attestation flag	true
Document financial statement error correction flag	false
Entity shell company	false
Entity public float			$ 2,292,286,984
Entity common stock, shares outstanding		53,475,414
Documents incorporated by reference	Portions of the registrant's definitive Proxy Statement for the 2024 Annual Meeting of Stockholders currently scheduled to be held June 12, 2024 are incorporated by reference into Part III hereof. Such definitive Proxy Statement will be filed with the U.S. Securities and Exchange Commission no later than 120 days after the conclusion of the registrant's fiscal year ended December 31, 2023.
Amendment flag	false
Document fiscal year focus	2023
Document fiscal period focus	FY
Entity central index key	0001280058
Common stock [Member]
Document Information [Line Items]
Title of 12(b) security	Common Stock, $0.001 Par Value
Trading symbol	BLKB
Security exchange name	NASDAQ
Preferred stock purchase rights [Member]
Document Information [Line Items]
Title of 12(b) security	Preferred Stock Purchase Rights
Security exchange name	NASDAQ
No Trading Symbol Flag	true

Debt (Details)		1 Months Ended	12 Months Ended
Debt (Details)	Dec. 31, 2021 USD ($)	Oct. 30, 2020 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Aug. 26, 2022	Jan. 31, 2022 USD ($)	Aug. 31, 2020 USD ($)
Line of Credit Facility [Line Items]
Debt instrument, term		5 years
Credit facility, maximum borrowing capacity		$ 900,000,000
Line of credit facility, available increase capacity, amount		250,000,000					$ 250,000,000
Line of credit facility, current borrowing capacity			$ 384,500,000
Commitment fee on unused portion of revolving credit facility			0.25%
Payment of financing costs		4,000,000	$ 0	$ 0	$ 3,106,000
Capitalized financing costs to be amortized over term of facility		1,200,000
Aggregate financing costs related to debt discount and debt issuance costs		$ (2,000,000)	(1,481,000)	(2,943,000)
Total deferred financing costs included in other assets			600,000
Long-term debt, gross			$ 781,145,000	861,986,000
Maximum After December 31, 2023
Line of Credit Facility [Line Items]
Net leverage ratio							3.75
Maximum Through December 31, 2023
Line of Credit Facility [Line Items]
Net leverage ratio							4.00
Global HQ [Member]
Line of Credit Facility [Line Items]
Long-term debt, gross								$ 61,100,000
Minimum [Member]
Line of Credit Facility [Line Items]
Commitment fee on unused portion of revolving credit facility		0.25%
Maximum [Member]
Line of Credit Facility [Line Items]
Net leverage ratio		3.25
Commitment fee on unused portion of revolving credit facility		0.50%
Federal funds rate option [Member]
Line of Credit Facility [Line Items]
Credit facility, variable interest rate	0.50%	0.50%
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Line of Credit Facility [Line Items]
Credit facility, variable interest rate	1.00%	1.00%
Credit facility, basis spread on variable rate			1.625%
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Daily
Line of Credit Facility [Line Items]
Credit sensitive adjustment						0.10%
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| One-month
Line of Credit Facility [Line Items]
Credit sensitive adjustment						0.11448%
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Three-month
Line of Credit Facility [Line Items]
Credit sensitive adjustment						0.26161%
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Six-month
Line of Credit Facility [Line Items]
Credit sensitive adjustment						0.42826%
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Minimum [Member]
Line of Credit Facility [Line Items]
Credit facility, basis spread on variable rate	1.375%	1.375%
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Maximum [Member]
Line of Credit Facility [Line Items]
Credit facility, basis spread on variable rate	2.50%	2.50%
Base rate margin [Member] \| Minimum [Member]
Line of Credit Facility [Line Items]
Credit facility, basis spread on variable rate	0.375%	0.375%
Base rate margin [Member] \| Maximum [Member]
Line of Credit Facility [Line Items]
Credit facility, basis spread on variable rate	1.50%	1.50%
Sterling Overnight Index Average Rate (SONIA) Overnight Index Swap Rate
Line of Credit Facility [Line Items]
Credit sensitive adjustment						0.0326%
Credit facility, basis spread on variable rate			1.625%
Sterling Overnight Index Average Rate (SONIA) Overnight Index Swap Rate \| Minimum [Member]
Line of Credit Facility [Line Items]
Credit facility, basis spread on variable rate		1.375%
Sterling Overnight Index Average Rate (SONIA) Overnight Index Swap Rate \| Maximum [Member]
Line of Credit Facility [Line Items]
Credit facility, basis spread on variable rate		2.50%
Eurocurrency base rate option [Member]
Line of Credit Facility [Line Items]
Credit facility, basis spread on variable rate			1.625%
Revolving credit loans [Member]
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity		$ 500,000,000
Repayments of lines of credit		124,400,000
Long-term debt, gross			$ 114,100,000	177,800,000
Term loans [Member]
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity		400,000,000
Proceeds from lines of credit	$ 250,000,000	400,000,000
Payment of financing costs	$ 3,100,000
Long-term debt, gross			$ 607,500,000	$ 623,750,000
Standby letters of credit [Member]
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity		50,000,000
Swingline loans [Member]
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity		50,000,000
Multicurrency borrowings [Member]
Line of Credit Facility [Line Items]
Credit facility, maximum borrowing capacity		$ 100,000,000
Incremental Term Loan \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| One-month
Line of Credit Facility [Line Items]
Credit sensitive adjustment						0.10%
Incremental Term Loan \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Three-month
Line of Credit Facility [Line Items]
Credit sensitive adjustment						0.15%
Incremental Term Loan \| Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate \| Six-month
Line of Credit Facility [Line Items]
Credit sensitive adjustment						0.25%

Derivative Instruments (Fair Value of Derivative Instruments) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Derivatives, Fair Value [Line Items]
Derivative liability, interest rate swaps, long-term	$ 5,540	$ 323
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration]	Prepaid expenses and other current assets	Prepaid expenses and other current assets
Derivative Asset, Noncurrent, Statement of Financial Position [Extensible Enumeration]		Other assets
Designated as hedging instrument [Member]
Derivatives, Fair Value [Line Items]
Derivative assets, fair value	$ 16,198	$ 32,117
Derivative liabilities, fair value	5,540	323
Designated as hedging instrument [Member] \| Interest rate swap [Member]
Derivatives, Fair Value [Line Items]
Derivative asset, current	16,198	0
Derivative liability, current	0	0
Derivative asset, interest rate swaps, long-term	0	31,870
Derivative liability, interest rate swaps, long-term	5,004	0
Designated as hedging instrument [Member] \| Foreign currency forward contracts [Member]
Derivatives, Fair Value [Line Items]
Derivative asset, current	0	247
Derivative liability, current	$ 536	$ 323

Basis of Presentation (Details) $ in Thousands	12 Months Ended
Basis of Presentation (Details) $ in Thousands	Dec. 31, 2023 USD ($) Segment	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Basis of Presentation [Line Items]
Contract term of recurring revenue contracts at contract inception (years)	3 years
Contract term of recurring revenue contracts at renewal (years)	3 years
Capitalized interest applicable to construction-in-progress	$ 0	$ 0
Number of reportable segments \| Segment	1
Impairment of goodwill	$ 0	0	$ 0
Impairment charges against certain finite-lived intangible assets	0	2,000	0
Currency revaluations gains (losses)	(36)	4,635	(1,644)
Impairment of capitalized software dev costs	0		0
Advertising costs	$ 14,000	$ 16,500	$ 7,100
Maximum [Member]
Basis of Presentation [Line Items]
Expected period of benefit	5 years
Software and content development \| Minimum [Member]
Basis of Presentation [Line Items]
Estimated useful life (years)	3 years
Software and content development \| Maximum [Member]
Basis of Presentation [Line Items]
Estimated useful life (years)	7 years

Income Taxes (Schedule of Income Before Provision for Income Taxes) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
U.S.	$ (22,074)	$ (91,493)	$ (23,180)
International	39,718	35,918	30,263
Income (loss) before provision for income taxes	$ 17,644	$ (55,575)	$ 7,083

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(11))
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-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/exampleRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Subparagraph (c)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 235
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
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-Paragraph 1
-SubTopic 20
-Topic 940
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-URI https://asc.fasb.org//1943274/2147481913/940-20-25-1

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(10))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(15))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

+ Details

Stock-Based Compensation (Summary of Unvested Restricted Stock Units, Activity) (Details) - USD ($)
$ / shares in Units, $ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Restricted stock unit, time-based [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unvested, number, beginning of period

455,708

Unvested, weighted average grant date fair value, beginning of period

$ 68.81

Granted, number

367,913

Granted, weighted average grant date fair value

$ 61.37

$ 62.38

$ 77.74

Forfeited, number

(24,686)

Forfeited, weighted average grant date fair value

$ 64.57

Vested, number

(191,835)

Vested, weighted average grant date fair value

$ 70.53

Unvested, number, end of period

607,100

455,708

Unvested, weighted average grant date fair value, end of period

$ 64.01

$ 68.81

Unvested, aggregate intrinsic value

^[1]

$ 52,636

Restricted stock units, performance-based [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unvested, number, beginning of period

1,104,260

Unvested, weighted average grant date fair value, beginning of period

$ 64.94

Granted, number

967,252

Granted, weighted average grant date fair value

$ 59.62

$ 61.79

$ 71.91

Forfeited, number

(72,428)

Forfeited, weighted average grant date fair value

$ 60.12

Vested, number

(789,569)

Vested, weighted average grant date fair value

$ 64.45

Unvested, number, end of period

1,209,515

1,104,260

Unvested, weighted average grant date fair value, end of period

$ 61.29

$ 64.94

Unvested, aggregate intrinsic value

$ 104,849

[1]	The intrinsic value is calculated as the market value as of the end of the fiscal period.

Goodwill and Other Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Change in Goodwill

The change in goodwill during 2023 consisted of the following:


(dollars in thousands)	Total
Balance at December 31, 2022	$	1,050,272

Adjustments related to prior year business combination(1)	36

Effect of foreign currency translation	3,430
Balance at December 31, 2023	$	1,053,738

(1)Represents immaterial measurement period adjustments during the year ended December 31, 2023 to the fair value of the Kilter assets acquired and liabilities assumed.

Fair Values Of Intangible Assets Acquired In Various Business Combinations By Class

The table below sets forth the balances of each class of intangible asset and related amortization as of:


	December 31,
(dollars in thousands)	2023		2022
Finite-lived gross carrying amount
Customer relationships	$	570,104	$	569,009
Marketing assets	71,308		69,643
Developed technology	182,956		182,463
Content	17,900		17,900


Total finite-lived gross carrying amount	842,268		839,015
Accumulated amortization
Customer relationships	(174,982)		(146,948)
Marketing assets	(11,985)		(8,371)
Developed technology	(69,386)		(46,571)
Content	(3,978)		(1,989)


Total accumulated amortization	(260,331)		(203,879)
Intangible assets, net	$	581,937	$	635,136

Summary of Amortization Expense

The following table summarizes amortization expense of our finite-lived intangible assets:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Included in cost of revenue:
Cost of recurring	$	51,079	$	47,085	$	33,132
Cost of one-time services and other	1,384		1,407		1,680
Total included in cost of revenue	52,463		48,492		34,812
Included in operating expenses	3,139		2,925		2,227
Total amortization of intangibles from business combinations	$	55,602	$	51,417	$	37,039

Future Amortization Expense for Finite-Lived Intangible Assets

The following table outlines the estimated future amortization expense for each of the next five years for our finite-lived intangible assets as of December 31, 2023:


Years ending December 31, (dollars in thousands)	Amortization expense
2024	62,332
2025	65,873
2026	64,234
2027	60,038
2028	52,544
Total	$	305,021

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Awards Outstanding by Each Award Type

The following table sets forth the number of awards outstanding for each award type as of:


	Outstanding at December 31,
Award type	2023	2022
Restricted stock awards	1,101,702	1,345,608
Time-based restricted stock units	607,100	455,708
Performance-based restricted stock units	1,209,515	1,104,260

Summary of Stock-Based Compensation Expense

The following table summarizes stock-based compensation expense:


	Years ended December 31,
(in thousands)	2023		2022		2021
Included in cost of revenue:
Cost of recurring	$	14,052	$	11,258	$	12,405
Cost of one-time services and other	2,606		3,178		7,547
Total included in cost of revenue	16,658		14,436		19,952
Included in operating expenses:
Sales, marketing and customer success	24,892		21,409		20,283
Research and development	30,780		24,207		27,080
General and administrative	55,432		50,242		53,064
Total included in operating expenses	111,104		95,858		100,427
Total stock-based compensation expense	$	127,762	$	110,294	$	120,379

Summary of Unvested Restricted Stock Awards, Activity

The following table summarizes our unvested restricted stock awards as of December 31, 2023, and changes during the year then ended:


	Restricted stock awards	Weighted average grant-date fair value		Aggregate intrinsic value(1) (in thousands)
Unvested at January 1, 2023	1,345,608	$	68.09
Granted	473,341	62.59
Forfeited	(106,634)	66.37
Vested	(610,613)	69.86
Unvested at December 31, 2023	1,101,702	64.92		$	95,518

(1)The intrinsic value is calculated as the market value as of the end of the fiscal period.

Summary of Unvested Restricted Stock Units, Activity

The following table summarizes our unvested, time-based restricted stock units as of December 31, 2023, and changes during the year then ended:


	Time-based restricted stock units	Weighted average grant-date fair value		Aggregate intrinsic value(1) (in thousands)
Unvested at January 1, 2023	455,708	$	68.81
Granted	367,913	61.37
Forfeited	(24,686)	64.57

Vested	(191,835)	70.53
Unvested at December 31, 2023	607,100	64.01		$	52,636

(1)The intrinsic value is calculated as the market value as of the end of the fiscal period.

The following table summarizes our unvested, performance-based restricted stock units as of December 31, 2023, and changes during the year then ended:


	Performance-based restricted stock units	Weighted average grant-date fair value		Aggregate intrinsic value(1) (in thousands)
Unvested at January 1, 2023	1,104,260	$	64.94
Granted	967,252	59.62
Forfeited	(72,428)	60.12

Vested	(789,569)	64.45
Unvested at December 31, 2023	1,209,515	61.29		$	104,849

(1)The intrinsic value is calculated as the market value as of the end of the fiscal period.

Basis of Presentation (Changes in Allowance for Sales Returns and Doubtful Accounts) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Allowance for credit losses [Member]
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at beginning of year	$ 6,022	$ 9,375	$ 9,016
Provision/adjustment	2,012	1,281	4,483
Write-off	2,539	5,162	4,565
Recovery	601	528	441
Balance at end of year	6,096	6,022	9,375
Allowance for sales returns [Member]
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at beginning of year	1,296	1,780	1,276
Provision/adjustment	2,488	4,785	6,967
Write-off	2,973	5,269	6,463
Balance at end of year	$ 811	$ 1,296	$ 1,780

Consolidated Financial Statement Details (Tables)

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Components of Restricted Cash

Restricted cash


(dollars in thousands)	December 31, 2023		December 31, 2022
Restricted cash due to customers	$	695,489	$	700,611

Real estate escrow balances and other	1,517		1,629
Total restricted cash	$	697,006	$	702,240

Components of Prepaid Expenses and Other Assets

Prepaid expenses and other assets


(dollars in thousands)	December 31, 2023		December 31, 2022
Costs of obtaining contracts(1)(2)	$	62,377	$	74,272
Prepaid software maintenance and subscriptions(3)	35,169		34,766
Derivative instruments	16,198		32,117
Implementation costs for cloud computing arrangements, net(4)(5)	9,259		10,189
Unbilled accounts receivable	5,615		5,775
Prepaid insurance	3,940		4,902
Taxes, prepaid and receivable	3,418		1,855
Deferred tax assets	644		1,153

Other assets	13,702		10,929
Total prepaid expenses and other assets	150,322		175,958
Less: Long-term portion	51,037		94,304
Prepaid expenses and other current assets	$	99,285	$	81,654

(2)The current portion of costs of obtaining contracts as of December 31, 2023 and 2022 was $25.3 million and $29.1 million, respectively.

(3)The current portion of prepaid software maintenance and subscriptions as of December 31, 2023 and December 31, 2022 was $32.4 million and $31.7 million, respectively.

(4)These costs primarily relate to the multi-year implementations of our global enterprise resource planning and customer relationship management systems.

Components of Accrued Expenses and Other Liabilities

Accrued expenses and other liabilities


(dollars in thousands)	December 31, 2023		December 31, 2022
Taxes payable	$	21,282	$	16,667
Customer credit balances	10,238		8,257
Operating lease liabilities, current portion	6,701		7,723
Derivative instruments	5,540		323
Accrued commissions and salaries	4,413		6,944
Accrued transaction-based costs related to payments services	4,323		5,059
Accrued health care costs	3,865		2,467
Accrued legal costs	3,659		28,448
Accrued vacation costs	2,452		2,156
Contingent consideration liability	1,403		2,710


Other liabilities	10,704		9,542
Total accrued expenses and other liabilities	74,580		90,296
Less: Long-term portion	10,258		4,294
Accrued expenses and other current liabilities	$	64,322	$	86,002

Components of Other Income (Expense)

Other income, net


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Interest income	$	8,821	$	1,746	$	392
Currency revaluation (losses) gains	(36)		4,635		(1,644)
Other income, net	4,076		2,332		1,432
Other income, net	$	12,861	$	8,713	$	180

Goodwill and Other Intangible Assets (Change in Goodwill) (Details)
$ in Thousands

12 Months Ended

Dec. 31, 2023

USD ($)

Goodwill [Line Items]

Balance at December 31, 2022

$ 1,050,272

Effect of foreign currency translation

3,430

Balance at December 31, 2023

1,053,738

Kilter [Member]

Goodwill [Line Items]

$ 36

^[1]

[1]	Represents immaterial measurement period adjustments during the year ended December 31, 2023 to the fair value of the Kilter assets acquired and liabilities assumed.

- Definition

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

+ References + Details

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1A

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

+ Details

Consolidated Financial Statement Details (Components of Prepaid Expenses and Other Assets) (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Costs of obtaining contracts

^[1],[2]

$ 62,377

$ 74,272

Prepaid software maintenance and subscriptions

^[3]

35,169

34,766

Derivative instruments

16,198

32,117

Implementation costs for cloud computing arrangements

^[4],[5]

9,259

10,189

Unbilled accounts receivable

5,615

5,775

Prepaid insurance

3,940

4,902

Taxes, prepaid and receivable

3,418

1,855

Deferred tax assets

644

1,153

Other assets

13,702

10,929

Total prepaid expenses and other assets

150,322

175,958

Less: Long-term portion

51,037

94,304

Prepaid expenses and other current assets

99,285

81,654

Amortization expense from costs of obtaining contracts

31,900

33,600

$ 35,500

Cost of obtaining contracts, current portion

25,300

29,100

Prepaid software maintenance and subscriptions, current portion

32,400

31,700

Implementation costs for cloud computing arrangements, amortization

2,500

2,200

$ 1,900

Implementation costs for cloud computing arrangements, accumulated amortization

$ 7,700

$ 5,200

[1]	Amortization expense from costs of obtaining contracts was $31.9 million, $33.6 million and $35.5 million for the years ended December 31, 2023, 2022 and 2021, respectively, and is included in sales, marketing and customer success expense in our consolidated statements of comprehensive income.
[2]	The current portion of costs of obtaining contracts as of December 31, 2023 and 2022 was $25.3 million and $29.1 million, respectively.
[3]	The current portion of prepaid software maintenance and subscriptions as of December 31, 2023 and December 31, 2022 was $32.4 million and $31.7 million, respectively.
[4]	Amortization expense from capitalized cloud computing implementation costs was $2.5 million, $2.2 million and $1.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. Accumulated amortization for these costs was $7.7 million and $5.2 million as of December 31, 2023 and 2022, respectively.
[5]	These costs primarily relate to the multi-year implementations of our global enterprise resource planning and customer relationship management systems.

Derivative Instruments

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives Instruments


10. Derivative Instruments

We generally use derivative instruments to manage our interest rate and foreign currency exchange risk. We currently have derivatives classified as cash flow hedges and net investment hedges. We do not enter into any derivatives for trading or speculative purposes.

All of our derivative instruments are governed by International Swap Dealers Association, Inc. master agreements with our counterparties. As of December 31, 2023 and December 31, 2022, we have presented the fair value of our derivative instruments at the gross amounts in the consolidated balance sheet as the gross fair values of our derivative instruments equaled their net fair values.

Cash flow hedges

We have entered into interest rate swap agreements, which effectively convert portions of our variable rate debt under the 2020 Credit Facility to a fixed rate for the term of the swap agreements. We designated each of the interest rate swaps as cash flow hedges at the inception of the contracts. As of December 31, 2023 and December 31, 2022, the aggregate notional

values of the interest rate swaps were $935.0 million and $435.0 million, respectively. All of the contracts have maturities on or before October 2028.

We have entered into foreign currency forward contracts to hedge revenues denominated in the Canadian Dollar ("CAD") against changes in the exchange rate with the United States Dollar ("USD"). We designated each of these foreign currency forward contracts as cash flow hedges at the inception of the contracts. As of December 31, 2023 and December 31, 2022, the aggregate notional values of the foreign currency forward contracts designated as cash flow hedges that we held to buy USD in exchange for Canadian Dollars were $29.9 million CAD and $22.6 million CAD, respectively. All of the contracts have maturities of 12 months or less.

Net investment hedges

We have entered into foreign currency forward contracts to hedge a portion of the foreign currency exposure that arises on translation of our investments denominated in British Pounds ("GBP") into USD. We designated each of these foreign currency forward contracts as net investment hedges at the inception of the contracts. As of December 31, 2023 and December 31, 2022, the aggregate notional values of the foreign currency forward contracts designated as net investment hedges to reduce the volatility of the U.S. dollar value of a portion of our GBP-denominated investments was £13.2 million and £11.2 million, respectively.

The fair values of our derivative instruments were as follows as of:


		Asset derivatives					Liability Derivatives
(dollars in thousands)	Balance sheet location	December 31, 2023		December 31, 2022		Balance sheet location	December 31, 2023		December 31, 2022
Derivative instruments designated as hedging instruments:
Interest rate swaps, current portion	Prepaid expenses and other current assets	$	16,198	$	—	Accrued expenses and other current liabilities	$	—	$	—
Foreign currency forward contracts, current portion	Prepaid expenses and other current assets	—		247		Accrued expenses and other current liabilities	536		323
Interest rate swaps, long-term	Other assets	—		31,870		Other liabilities	5,004		—
Total derivative instruments designated as hedging instruments		$	16,198	$	32,117		$	5,540	$	323

The effects of derivative instruments in cash flow and net investment hedging relationships were as follows:


	Gain recognized in accumulated other comprehensive (loss) income as of		Location of gain reclassified from accumulated other comprehensive (loss) income into income (loss)	Gain (loss) reclassified from accumulated other comprehensive (loss) income into income (loss)
(dollars in thousands)	December 31, 2023			Year ended December 31, 2023
Cash Flow Hedges
Interest rate swaps	$	11,194	Interest expense	$	20,418
Foreign currency forward contracts	$	(235)	Revenue	$	388
Net Investment Hedge
Foreign currency forward contracts	$	(301)		$	—

	December 31, 2022			Year ended December 31, 2022
Cash Flow Hedges
Interest rate swaps	$	31,870	Interest expense	$	5,520
Foreign currency forward contracts	$	247	Revenue	$	165
Net Investment Hedges
Foreign currency forward contracts	$	(323)		$	—

	December 31, 2021			Year ended December 31, 2021
Cash Flow Hedges
Interest rate swaps	$	7,160	Interest expense	$	(3,714)

Our policy requires that derivatives used for hedging purposes be designated and effective as a hedge of the identified risk exposure at the inception of the contract. Accumulated other comprehensive income (loss) includes unrealized gains or losses from the change in fair value measurement of our derivative instruments each reporting period and the related income tax expense or benefit. Excluding net investment hedges, changes in the fair value measurements of the derivative instruments and the related income tax expense or benefit are reflected as adjustments to accumulated other comprehensive income (loss) until the actual hedged expense is incurred or until the hedge is terminated at which point the unrealized gain (loss) and related tax effects are reclassified from accumulated other comprehensive income (loss) to current earnings. For net investment hedges, changes in the fair value measurements of the derivative instruments and the related income tax expense or benefit are reflected as adjustments to translation adjustment, a component of accumulated other comprehensive income (loss), and recognized in earnings only when the hedged GBP investment is liquidated. The estimated accumulated other comprehensive income as of December 31, 2023 that is expected to be reclassified into earnings within the next twelve months is $16.4 million. There were no ineffective portions of our interest rate swap or foreign currency forward derivatives during the years ended December 31, 2023, 2022 and 2021. See Note 14 to these consolidated financial statements for a summary of the changes in accumulated other comprehensive income (loss) by component. We classify cash flows related to derivative instruments as operating activities in the consolidated statements of cash flows.

We did not have any undesignated derivative instruments during 2023, 2022 and 2021.

Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Computation of Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted earnings (loss) per share:


	Years ended December 31,
(dollars in thousands, except per share amounts)	2023		2022		2021
Numerator:
Net income (loss)	$	1,820	$	(45,407)	$	5,698
Denominator:
Weighted average common shares	52,546,406		51,569,148		47,412,306
Add effect of dilutive securities:
Stock-based awards	1,174,936		—		818,132
Weighted average common shares assuming dilution	53,721,342		51,569,148		48,230,438
Earnings (loss) per share
Basic	$	0.03	$	(0.88)	$	0.12
Diluted	$	0.03	$	(0.88)	$	0.12

Anti-dilutive shares excluded from calculations of diluted earnings (loss) per share	45,614		1,046,307		974,110

Property and Equipment and Software and Content Development Costs (Schedule of Property and Equipment) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 172,387	$ 170,789
Less: accumulated depreciation	(73,698)	(63,363)
Property and equipment, net	98,689	107,426
Land [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	9,548	9,548
Building [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 61,284	61,284
Property and equipment, estimated useful life (years)	39 years
Building improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 11,720	10,874
Building improvements [Member] \| Minimum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	7 years
Building improvements [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	20 years
Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 2,646	2,312
Equipment [Member] \| Minimum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	1 year
Equipment [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	5 years
Computer hardware [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 50,064	47,886
Computer hardware [Member] \| Minimum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	1 year
Computer hardware [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	5 years
Computer software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 21,982	20,299
Computer software [Member] \| Minimum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	1 year
Computer software [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	5 years
Construction in progress [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 1,611	3,500
Furniture and fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 3,187	3,264
Furniture and fixtures [Member] \| Minimum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	2 years
Furniture and fixtures [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful life (years)	7 years
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 10,345	$ 11,822

Income Taxes (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets relating to:
Capitalized R&D and software costs	$ 47,351	$ 12,166
Federal, state and foreign tax credits	39,260	50,194
Stock-based compensation	24,717	21,166
Operating leases	12,867	14,024
Federal and state and foreign net operating loss carryforwards	7,061	10,369
Deferred revenue	5,992	1,820
Allowance for credit losses	1,702	1,803
Intangible assets	1,050	561
Accrued bonuses	314	455
Other	2,982	6,293
Total deferred tax assets	143,296	118,851
Deferred tax liabilities relating to:
Intangible assets	(160,172)	(161,836)
Costs of obtaining contracts	(13,870)	(16,287)
Operating leases	(9,865)	(11,721)
Fixed assets	(5,833)	(9,827)
Other	(8,342)	(9,016)
Total deferred tax liabilities	(198,082)	(208,687)
Valuation allowance	(37,862)	(34,769)	$ (31,974)	$ (29,184)
Net deferred tax liability	$ (92,648)	$ (124,605)

Property and Equipment and Software and Content Development Costs

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment and Software Development Costs


7. Property and Equipment and Software and Content Development Costs

Property and equipment

Property and equipment consisted of the following as of:


	Estimated useful life (years)	December 31,
(dollars in thousands)		2023		2022
Land	—	$	9,548	$	9,548
Building	39	61,284		61,284
Building improvements	7 - 20	11,720		10,874
Equipment	1 - 5	2,646		2,312
Computer hardware	1 - 5	50,064		47,886
Computer software	1 - 5	21,982		20,299
Construction in progress	—	1,611		3,500
Furniture and fixtures	2 - 7	3,187		3,264
Leasehold improvements	Lesser of lease term or estimated useful life	10,345		11,822
Total property and equipment		172,387		170,789
Less: accumulated depreciation		(73,698)		(63,363)
Property and equipment, net		$	98,689	$	107,426

Depreciation expense was $13.0 million, $14.1 million and $14.4 million for the years ended December 31, 2023, 2022 and 2021, respectively.

During the year ended December 31, 2023, we recorded noncash impairment charges of $1.1 million against certain property and equipment assets. These impairment charges resulted primarily from our entry into a sublease in July 2023 for a portion of our Washington, DC office location, which we previously closed in February 2023 to align with our remote-first workforce strategy and are reflected in general and administrative expense on the statements of comprehensive income.

During the year ended December 31, 2022, we recorded insignificant noncash impairment charges against certain property and equipment assets. These impairment charges resulted primarily from our decision to cease using a portion of our leased office space and are reflected in general and administrative expense on the statements of comprehensive income.

During the year ended December 31, 2021, we recorded noncash impairment charges of $1.7 million against certain property and equipment assets. These impairment charges resulted primarily from our decision to close our Austin office and are reflected in general and administrative expense on the statements of comprehensive income.

Software and content development costs

Software and content development costs consisted of the following as of:


	Estimated useful life (years)	December 31,
(dollars in thousands)		2023		2022
Software development costs	3 - 7	$	287,519	$	250,551
Content development costs	5	6,945		3,409
Less: accumulated amortization		(134,270)		(112,937)
Software and content development costs, net		$	160,194	$	141,023

During the year ended December 31, 2022, we recorded noncash impairment charges of $2.3 million against certain previously capitalized software development costs that reduced the carrying value of those assets to zero. The impairment charges were reflected in general and administrative expense and cost of recurring revenue, respectively, on the statements of comprehensive income. These impairment charges resulted primarily from our decision to accelerate the end of customer support for certain solutions.

Other changes to the gross carrying amount of software and content development costs were primarily related to qualifying costs associated with development activities that are required to be capitalized under the internal-use software accounting guidance such as those for our cloud solutions and online education curriculum, write-offs of fully amortized assets, and the effect of foreign currency translation.

Amortization expense related to software and content development costs was $42.8 million, $36.8 million and $31.0 million for the years ended December 31, 2023, 2022 and 2021, respectively, and is included primarily in cost of recurring.

Commitments and Contingencies (Schedule of Maturities of Operating Lease Liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
2024	$ 8,662
2025	7,703
2026	6,107
2027	6,207
2028	6,101
Thereafter	20,689
Total lease payments	55,469
Less: Amount representing interest	8,683
Present value of future payments	$ 46,786	$ 52,641

Subsequent Events

12 Months Ended

Dec. 31, 2023

Subsequent Events [Abstract]

Subsequent Events


18. Subsequent Events

Stock Repurchase Program

On January 17, 2024, our Board of Directors reauthorized, expanded and replenished our existing stock repurchase program. The expansion raised the total capacity under the stock repurchase program from $250.0 million to $500.0 million available for repurchases. The program does not have an expiration date.

During December 2023 and January 2024, prior to the replenishment on January 17, 2024, we repurchased $41.1 million of our common stock under the stock repurchase program. Between January 18, 2024 and February 16, 2024, we repurchased $0.6 million. As of February 16, 2024, the remaining amount available to purchase stock under our repurchase program was $499.4 million. All of the Company's stock repurchases during the fourth quarter of 2023 and the first quarter of 2024 were made pursuant to an SEC Rule 10b5-1(c) trading arrangement.

Repurchases by the Company will be subject to available liquidity, general market and economic conditions, alternate uses for the capital and other factors. Stock repurchases may be made from time to time in open market transactions, in private transactions or otherwise in accordance with applicable securities laws and regulations and other legal requirements, including compliance with the Company’s finance agreements. There is no minimum number of shares that the Company is required to repurchase and the repurchase program may be suspended or discontinued at any time without prior notice. All shares purchased will be held in the Company’s treasury for possible future use. The Company anticipates funding any stock repurchases from its cash flow from operations.

Additional information regarding the stock repurchase program reauthorization is contained in the Company's Current Report on Form 8-K filed with the SEC on January 22, 2024.

FTC Settlement

On February 1, 2024, the FTC announced its approval of a Proposed Order evidencing its settlement with the Company, subject to public review and comment, relating to the Security Incident. If finalized, this settlement will fully resolve the previously disclosed FTC investigation relating to the Security Incident, which is further described in the FTC’s Proposed Order.

Under the terms of the Proposed Order, the Company has agreed to certain conditions, which are reflected in their entirety in the Proposed Order. As part of the Proposed Order, the Company has not been fined and is not otherwise required to make any payment.

The Company has agreed to the Proposed Order without admitting or denying any of the FTC's allegations, except as expressly stated otherwise in the Proposed Order. For more information regarding this settlement or the Proposed Order, see Note 11 to these condensed consolidated financial statements. See also the Proposed Order, which was furnished as Exhibit 99.2 to the Company’s Current Report on Form 8-K filed with the SEC on February 2, 2024.

Consolidated Financial Statement Details (Components of Restricted Cash) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Restricted cash due to customers	$ 695,489	$ 700,611
Real estate escrow balances and other	1,517	1,629
Total restricted cash	$ 697,006	$ 702,240

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Components of Lease Expense

The following table summarizes the components of our lease expense:


	Year ended December 31,
(dollars in thousands)	2023		2022		2021
Operating lease cost(1)	$	8,812	$	9,501	$	9,636
Variable lease cost	1,431		1,670		2,478
Sublease income	(3,356)		(2,763)		(1,516)
Net lease cost	$	6,887	$	8,408	$	10,598

(1)Includes short-term lease costs, which were immaterial.

Schedule of Maturities of Operating Lease Liabilities

Maturities of our operating lease liabilities as of December 31, 2023 were as follows:


Years ending December 31, (dollars in thousands)	Operating leases
2024	$	8,662
2025	7,703
2026	6,107
2027	6,207
2028	6,101
Thereafter	20,689
Total lease payments	55,469
Less: Amount representing interest	8,683
Present value of future payments	$	46,786

Schedule Of Supplemental Balance Sheet Information Related To Leases

Our ROU assets and lease liabilities are included in the following line items in our consolidated balance sheet:


(dollars in thousands)	December 31, 2023		December 31, 2022
Operating leases
Operating lease ROU assets	$	36,927	$	45,899

Accrued expenses and other current liabilities	$	6,701	$	7,723
Operating lease liabilities, net of current portion	40,085		44,918
Total operating lease liabilities	$	46,786	$	52,641

The weighted average remaining lease terms and discount rates were as follows:


(dollars in thousands)	December 31, 2023		December 31, 2022		December 31, 2021
Operating leases
Weighted average remaining lease term (years)	7.7		8.5		8.9
Weighted average discount rate	4.70	%	4.63	%	4.68	%

Schedule Of Supplemental Cash Flow Information Related To Leases

Supplemental cash flow information related to leases was as follows:


	Year ended December 31,
(dollars in thousands)	2023		2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases(1)	$	10,983	$	11,439	$	11,338
Right-of-use assets obtained in exchange for lease obligations (non-cash):
Operating leases	2,765		—		5,358

Schedule of Security Incident Expense and Probable Insurance Recoveries

We recorded expenses and offsetting probable insurance recoveries related to the Security Incident as follows:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Gross expense	$	53,426	$	57,614	$	40,561
Offsetting probable insurance recoveries	—		(1,891)		(38,745)
Net expense	$	53,426	$	55,723	$	1,816

The following summarizes our cumulative expenses, insurance recoveries recognized and insurance recoveries paid as of:


(dollars in thousands)	December 31, 2023		December 31, 2022		December 31, 2021
Cumulative gross expense	$	161,431	$	108,005	$	50,391
Cumulative offsetting insurance recoveries recognized	(50,000)		(50,000)		(48,109)
Cumulative net expense	$	111,431	$	58,005	$	2,282

Cumulative offsetting insurance recoveries paid	$	(50,000)	$	(50,000)	$	(29,968)

Revenue Recognition (Contract Balances) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Revenue from Contract with Customer [Abstract]
Total deferred revenue	$ 394,927	$ 385,236

Basis of Presentation (Finite-Lived Intangible Assets by Major Class) (Details)

12 Months Ended

Dec. 31, 2023

Customer relationships [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, amortization method

Straight-line and Curve of Economic Benefit(1)

^[1]

Customer relationships [Member] | Minimum [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, useful life

10 years

Customer relationships [Member] | Maximum [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, useful life

17 years

Marketing assets [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, amortization method

Straight-line and Curve of Economic Benefit(1)

^[1]

Marketing assets [Member] | Minimum [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, useful life

14 years

Marketing assets [Member] | Maximum [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, useful life

15 years

Acquired software and technology [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, amortization method

Straight-line and Curve of Economic Benefit(1)

^[1]

Acquired software and technology [Member] | Minimum [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, useful life

3 years

Acquired software and technology [Member] | Maximum [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, useful life

14 years

Content [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, amortization method

Straight-line

Content [Member] | Maximum [Member]

Finite-Lived Intangible Assets [Line Items]

Finite-lived intangible assets, useful life

9 years

[1]	Certain of the customer relationships, marketing assets and developed technology assets are amortized on a curve that represents the expected period of economic benefit.

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense

The following summarizes the components of income tax expense (benefit):


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Current taxes:
U.S. Federal	$	18,879	$	3,485	$	(2,499)
U.S. State and local	12,331		5,708		(257)
International	8,982		7,283		6,570
Total current taxes	40,192		16,476		3,814
Deferred taxes:
U.S. Federal	(18,303)		(16,880)		(4,615)
U.S. State and local	(5,895)		(9,319)		222
International	(170)		(445)		1,964
Total deferred taxes	(24,368)		(26,644)		(2,429)
Total income tax provision (benefit)	$	15,824	$	(10,168)	$	1,385

Schedule of Income Before Provision for Income Taxes

The following summarizes the components of income (loss) before provision for income taxes:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
U.S.	$	(22,074)	$	(91,493)	$	(23,180)
International	39,718		35,918		30,263
Income (loss) before provision for income taxes	$	17,644	$	(55,575)	$	7,083

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation between the effect of applying the federal statutory rate and the effective income tax rate used to calculate our income tax provision is as follows:


	Years ended December 31,
	2023		2022		2021
Federal statutory rate	21.0	%	21.0	%	21.0	%
Effect of:
State income taxes, net of federal benefit	20.0		1.5		4.4
Change in foreign income tax rate applied to deferred tax balances	—		0.1		42.6

Change in state income tax rate applied to deferred tax balances	7.1		1.8		2.3
Nondeductible security incident-related fines or penalties	35.7		(8.7)		—
Section 162(m) limitation	30.1		(6.4)		75.0
Stock-based compensation	13.4		(6.3)		(36.2)
Change in valuation reserve (primarily state credit reserves)	10.8		(5.4)		26.1
GILTI inclusion	9.3		(2.6)		—
Foreign tax rate	6.1		1.0		(6.0)
Nondeductible meals, entertainment and transportation	4.4		(0.7)		1.1
Unrecognized tax benefit	0.7		0.5		(32.7)
Acquisition costs	—		—		8.7





Return to accrual adjustment	(8.3)		1.4		(4.2)
State credits, net of federal benefit	(9.1)		7.2		(32.6)
FDII benefit	(10.2)		2.3		—
Federal credits generated	(42.3)		11.5		(54.5)
Other	1.0		0.1		4.6
Income tax provision effective rate	89.7	%	18.3	%	19.6	%

Schedule of Deferred Tax Assets and Liabilities

The significant components of our deferred tax assets and liabilities were as follows:


	December 31,
(dollars in thousands)	2023		2022
Deferred tax assets relating to:
Capitalized R&D and software costs	$	47,351	$	12,166
Federal, state and foreign tax credits	39,260		50,194
Stock-based compensation	24,717		21,166
Operating leases	12,867		14,024
Federal and state and foreign net operating loss carryforwards	7,061		10,369
Deferred revenue	5,992		1,820
Allowance for credit losses	1,702		1,803
Intangible assets	1,050		561
Accrued bonuses	314		455
Other	2,982		6,293
Total deferred tax assets	143,296		118,851
Deferred tax liabilities relating to:
Intangible assets	(160,172)		(161,836)
Costs of obtaining contracts	(13,870)		(16,287)

Operating leases	(9,865)		(11,721)
Fixed assets	(5,833)		(9,827)
Other	(8,342)		(9,016)
Total deferred tax liabilities	(198,082)		(208,687)
Valuation allowance	(37,862)		(34,769)
Net deferred tax liability	$	(92,648)	$	(124,605)

Summary of Changes in Deferred Tax Asset Valuation Allowance

The following table illustrates the change in our deferred tax asset valuation allowance:


Years ended December 31, (dollars in thousands)	Balance at beginning of year		Acquisition- related change		Charges to expense		Balance at end of year

2023	$	34,769	$	—	$	3,093	$	37,862
2022	31,974		—		2,795		34,769
2021	29,184		893		1,897		31,974

Summary of Changes in Unrecognized Tax Benefits

The following table sets forth the change to our unrecognized tax benefit for the years ended December 31, 2023, 2022 and 2021:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Balance at beginning of year	$	3,083	$	3,651	$	4,625
Increases from current period positions	762		629		1,751
Increases from prior period positions	101		89		6
Decreases in prior year positions	(118)		(908)		(57)
Settlements (payments)	(160)		—		(1,192)
Lapse of statute of limitations	(428)		(378)		(1,482)
Balance at end of year	$	3,240	$	3,083	$	3,651

Commitments and Contingencies (Schedule of Supplemental Cash Flow Information Related To Leases) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Operating cash flows from operating leases	$ 10,983	$ 11,439	$ 11,338
Right-of-use assets obtained in exchange for lease obligations (non-cash), operating leases	$ 2,765	$ 0	$ 5,358

Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total number of authorized stock-based awards available (in shares)	3,363,270
Unvested awards, compensation cost not yet recognized	$ 77.4
Unvested awards, compensation cost not yet recognized, period of recognition (in years)	1 year 2 months 12 days
Restricted stock awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	3 years
Restricted stock vested, total fair value	$ 42.7	$ 41.0	$ 38.5
Restricted stock granted, weighted average grant date fair value	$ 62.59	$ 60.90	$ 77.39
Restricted stock unit, time-based [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock vested, total fair value	$ 13.5	$ 9.3	$ 9.4
Restricted stock granted, weighted average grant date fair value	$ 61.37	$ 62.38	$ 77.74
Restricted stock units, performance-based [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock vested, total fair value	$ 50.9	$ 50.5	$ 44.9
Restricted stock granted, weighted average grant date fair value	$ 59.62	$ 61.79	$ 71.91
Restricted stock units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	3 years

Debt (Changes in Supplier Financing Obligations) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
Balance at December 31, 2022	$ 2,247
Additions	2,491
Payments	(1,938)
Balance at December 31, 2023	$ 2,800
Supplier Finance Program, Obligation, Statement of Financial Position [Extensible Enumeration]	Debt, current portion, Debt, net of current portion	Debt, current portion, Debt, net of current portion

Earnings Per Share

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Earnings Per Share


5. Earnings (Loss) Per Share

The following table sets forth the computation of basic and diluted earnings (loss) per share:


	Years ended December 31,
(dollars in thousands, except per share amounts)	2023		2022		2021
Numerator:
Net income (loss)	$	1,820	$	(45,407)	$	5,698
Denominator:
Weighted average common shares	52,546,406		51,569,148		47,412,306
Add effect of dilutive securities:
Stock-based awards	1,174,936		—		818,132
Weighted average common shares assuming dilution	53,721,342		51,569,148		48,230,438
Earnings (loss) per share
Basic	$	0.03	$	(0.88)	$	0.12
Diluted	$	0.03	$	(0.88)	$	0.12

Anti-dilutive shares excluded from calculations of diluted earnings (loss) per share	45,614		1,046,307		974,110

Diluted loss per share for the year ended December 31, 2022 was the same as basic loss per share as there was a net loss in the period and inclusion of potentially dilutive securities was anti-dilutive.

Revenue Recognition (Disaggregation of Recurring Revenue by Type) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Revenue	$ 1,105,432	$ 1,058,105	$ 927,740
Contractual recurring [Member]
Disaggregation of Revenue [Line Items]
Revenue	738,351	709,097	601,397
Transactional recurring [Member]
Disaggregation of Revenue [Line Items]
Revenue	333,169	302,636	279,453
Recurring [Member]
Disaggregation of Revenue [Line Items]
Revenue	$ 1,071,520	$ 1,011,733	$ 880,850

- Definition

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

+ References + Details

- Definition

+ References

+ Details

Stockholders' Equity (Details) - USD ($) $ in Thousands	1 Months Ended		2 Months Ended	12 Months Ended
Stockholders' Equity (Details) - USD ($) $ in Thousands	Feb. 16, 2024	Jan. 17, 2024	Jan. 17, 2024	Dec. 31, 2023	Dec. 31, 2021
Equity, Class of Treasury Stock [Line Items]
Treasury stock, value, acquired, cost method				$ 18,831	$ 108,416
December 2021 Stock Repurchase Program
Equity, Class of Treasury Stock [Line Items]
Treasury stock, shares, acquired				221,836
Treasury stock, value, acquired, cost method				$ 18,800
Stock repurchase program, remaining authorized repurchase amount				$ 231,200
December 2021 Stock Repurchase Program \| Subsequent Event [Member]
Equity, Class of Treasury Stock [Line Items]
Treasury stock, value, acquired, cost method		$ 22,300	$ 41,100
Stock repurchase program, authorized amount		250,000	250,000
January 2024 Stock Repurchase Program \| Subsequent Event [Member]
Equity, Class of Treasury Stock [Line Items]
Treasury stock, shares, acquired	7,114
Treasury stock, value, acquired, cost method	$ 600
Stock repurchase program, remaining authorized repurchase amount	$ 499,400
Stock repurchase program, authorized amount		$ 500,000	$ 500,000

Stock-Based Compensation

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation


13. Stock-based Compensation

Employee stock-based compensation plans

Under the 2016 Equity and Incentive Compensation Plan Amended and Restated as of June 14, 2023 (the "2016 Equity Plan"), we may grant incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock, restricted stock units, other stock awards and cash incentive awards to employees, directors and consultants. Our Compensation Committee of the Board of Directors administers this plan and the stock-based awards are granted under terms determined by it.

The total number of authorized stock-based awards available under our plan was 3,363,270 as of December 31, 2023. We issue common stock from our pool of authorized stock upon exercise of stock options and stock appreciation rights, vesting of restricted stock units or upon granting of restricted stock.

Recently, we have issued three types of awards under our plans: restricted stock awards, time-based restricted stock units, and performance-based restricted stock units. The following table sets forth the number of awards outstanding for each award type as of:


	Outstanding at December 31,
Award type	2023	2022
Restricted stock awards	1,101,702	1,345,608
Time-based restricted stock units	607,100	455,708
Performance-based restricted stock units	1,209,515	1,104,260

Awards granted to our executive officers and certain members of management are subject to accelerated vesting upon a change in control as defined in the employees’ employment agreement or retention agreement.

Expense recognition

We recognize compensation expense associated with stock options and awards with performance or market based vesting conditions on an accelerated basis over the requisite service period of the individual grantees, which generally equals the vesting period. We recognize compensation expense associated with restricted stock awards and SARs on a straight-line basis over the requisite service period of the individual grantees, which generally equals the vesting period. We recognize the effect of awards for which the requisite service period is not rendered when the award is forfeited (that is, we recognize the effect of forfeitures in compensation cost when they occur). Previously recognized compensation cost for an award is reversed in the period that the award is forfeited.

Stock-based compensation expense is allocated to cost of revenue and operating expenses on the consolidated statements of comprehensive income based on where the associated employee’s compensation is recorded. The following table summarizes stock-based compensation expense:


	Years ended December 31,
(in thousands)	2023		2022		2021
Included in cost of revenue:
Cost of recurring	$	14,052	$	11,258	$	12,405
Cost of one-time services and other	2,606		3,178		7,547
Total included in cost of revenue	16,658		14,436		19,952
Included in operating expenses:
Sales, marketing and customer success	24,892		21,409		20,283
Research and development	30,780		24,207		27,080
General and administrative	55,432		50,242		53,064
Total included in operating expenses	111,104		95,858		100,427
Total stock-based compensation expense	$	127,762	$	110,294	$	120,379

The total amount of compensation cost related to unvested awards not recognized was $77.4 million at December 31, 2023. It is expected that this amount will be recognized over a weighted average period of 1.2 years.

Restricted stock awards

We have granted shares of common stock subject to certain restrictions under the 2016 Equity Plan. Restricted stock awards granted to employees vest in equal annual installments generally over three years from the grant date subject to the recipient’s continued employment with us. Restricted stock awards granted to non-employee directors vest after one year from the date of grant or, if earlier, immediately prior to the next annual election of directors, provided the non-employee director is serving as a director at that time. The fair market value of the stock at the time of the grant is amortized on a straight-line basis to expense over the period of vesting. Recipients of restricted stock awards have the right to vote such shares and receive dividends, if declared.

The following table summarizes our unvested restricted stock awards as of December 31, 2023, and changes during the year then ended:


	Restricted stock awards	Weighted average grant-date fair value		Aggregate intrinsic value(1) (in thousands)
Unvested at January 1, 2023	1,345,608	$	68.09
Granted	473,341	62.59
Forfeited	(106,634)	66.37
Vested	(610,613)	69.86
Unvested at December 31, 2023	1,101,702	64.92		$	95,518

(1)The intrinsic value is calculated as the market value as of the end of the fiscal period.

The total fair value of restricted stock awards that vested during the years ended December 31, 2023, 2022 and 2021 was $42.7 million, $41.0 million and $38.5 million, respectively. The weighted average grant-date fair value of restricted stock awards granted during the years ended December 31, 2022 and 2021 was $60.90 and $77.39, respectively.

Restricted stock units

We have also granted restricted stock units subject to certain restrictions under the 2016 Equity Plan. Restricted stock units granted to employees vest in equal annual installments generally over three years from the grant date subject to the recipient’s continued employment with us. We have also granted restricted stock units for which vesting is subject to meeting certain performance conditions. The fair market value of the stock at the time of the grant is amortized to expense on a straight-line basis over the period of vesting except for awards with performance conditions, which are amortized on an accelerated basis over the period of vesting.

The following table summarizes our unvested, time-based restricted stock units as of December 31, 2023, and changes during the year then ended:


	Time-based restricted stock units	Weighted average grant-date fair value		Aggregate intrinsic value(1) (in thousands)
Unvested at January 1, 2023	455,708	$	68.81
Granted	367,913	61.37
Forfeited	(24,686)	64.57

Vested	(191,835)	70.53
Unvested at December 31, 2023	607,100	64.01		$	52,636

(1)The intrinsic value is calculated as the market value as of the end of the fiscal period.

The total fair value of time-based restricted stock units that vested during the years ended December 31, 2023, 2022 and 2021 was $13.5 million, $9.3 million and $9.4 million, respectively. The weighted average grant date fair value of time-based restricted stock units granted for the years ended December 31, 2022 and 2021 was $62.38 and $77.74, respectively.

The following table summarizes our unvested, performance-based restricted stock units as of December 31, 2023, and changes during the year then ended:


	Performance-based restricted stock units	Weighted average grant-date fair value		Aggregate intrinsic value(1) (in thousands)
Unvested at January 1, 2023	1,104,260	$	64.94
Granted	967,252	59.62
Forfeited	(72,428)	60.12

Vested	(789,569)	64.45
Unvested at December 31, 2023	1,209,515	61.29		$	104,849

(1)The intrinsic value is calculated as the market value as of the end of the fiscal period.

The total fair value of performance-based restricted stock units that vested during the years ended December 31, 2023, 2022 and 2021 was $50.9 million, $50.5 million, and $44.9 million, respectively. The weighted average grant date fair value of performance-based restricted stock units granted for the years ended December 31, 2022 and 2021 was $61.79 and $71.91, respectively.

Defined Contribution Plan

12 Months Ended

Dec. 31, 2023

Retirement Benefits [Abstract]

Defined Contribution Plan


15. Defined Contribution Plan

We have a defined contribution 401(k) plan (the "401K Plan") covering substantially all employees. Employees were able to contribute between 1% and 75% of their salaries in 2023, 2022 and 2021. We match 50% of qualified employees’ contributions up to 6% of their salary. The 401K Plan also provides for additional employer contributions to be made at our discretion. Total matching contributions to the 401K Plan for the years ended December 31, 2023, 2022 and 2021 were $7.8 million, $9.3 million and $6.5 million, respectively.

There were no discretionary contributions by us to the 401K Plan in 2023, 2022 and 2021.

Segment Information (Details)	12 Months Ended
Segment Information (Details)	Dec. 31, 2023 Segment
Segment Reporting [Abstract]
Number of reportable segments	1

Commitments and Contingencies (Components of Lease Expense) (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Commitments and Contingencies Disclosure [Abstract]

Operating lease cost

^[1]

$ 8,812

$ 9,501

$ 9,636

Variable lease cost

1,431

1,670

2,478

Sublease income

(3,356)

(2,763)

(1,516)

Net lease cost

$ 6,887

$ 8,408

$ 10,598

[1]	Includes short-term lease costs, which were immaterial.

Income Taxes (Schedule of Components of Income Tax Expense) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Current taxes:
U.S. Federal	$ 18,879	$ 3,485	$ (2,499)
U.S. State and local	12,331	5,708	(257)
International	8,982	7,283	6,570
Total current taxes	40,192	16,476	3,814
Deferred taxes:
U.S. Federal	(18,303)	(16,880)	(4,615)
U.S. State and local	(5,895)	(9,319)	222
International	(170)	(445)	1,964
Total deferred taxes	(24,368)	(26,644)	(2,429)
Total income tax provision (benefit)	$ 15,824	$ (10,168)	$ 1,385

Revenue Recognition (Tables)

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Contract Balances

Our closing balances of deferred revenue were as follows:


(in thousands)	December 31, 2023		December 31, 2022

Total deferred revenue	$	394,927	$	385,236

Disaggregation of Revenue

The following table presents our revenue by geographic area based on the address of our customers:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
United States	$	945,580	$	896,116	$	777,333
United Kingdom	100,833		101,026		89,688
Other countries	59,019		60,963		60,719
Total revenue	$	1,105,432	$	1,058,105	$	927,740

The following table presents our revenue by market group:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Social Sector	$	954,845	$	907,197	$	889,755
Corporate Sector	150,587		150,908		37,985

Total revenue	$	1,105,432	$	1,058,105	$	927,740

Disaggregation Of Revenue, Recurring

The following table presents our recurring revenue by type:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Contractual recurring	$	738,351	$	709,097	$	601,397
Transactional recurring	333,169		302,636		279,453
Total recurring revenue	$	1,071,520	$	1,011,733	$	880,850

Business Combinations

12 Months Ended

Dec. 31, 2023

Business Combinations [Abstract]

Business Combinations


3. Business Combinations and Dispositions

2022 Disposition

Blackbaud FIMS™ and DonorCentral® NXT

On September 9, 2022, we sold our Foundation Information Management System ("FIMS") and DonorCentral NXT solutions to Fusion Laboratories, LLC for cash proceeds of approximately $6.4 million, subject to closing adjustments. During the year ended December 31, 2022, we recognized a noncash impairment charge of $2.0 million against certain insignificant FIMS customer relationship intangible assets that were then held for sale. The impairment charge was recorded in general and administrative expense in our consolidated statements of comprehensive loss.

2022 Acquisition

Kilter

On August 19, 2022, we acquired all of the outstanding stock of Kilter, Inc., a Delaware corporation, pursuant to an agreement and plan of merger, for approximately $2.9 million in cash, net of closing adjustments. In addition to the consideration paid at closing, we may be required to pay up to a maximum of $3.0 million in additional cash consideration if during the two-year period commencing January 1, 2023 Kilter meets certain application participation targets. As of December 31, 2023, a liability for the contingent consideration is recorded at its current estimated fair value of $1.4 million in other liabilities in our consolidated balance sheet. Any change in the fair value of the contingent liability, or any change upon final settlement, will be recognized in income from operations. Fair values were also assigned to the other assets acquired and liabilities assumed, primarily consisting of goodwill and a finite-lived developed technology intangible asset, which will be amortized over an estimated useful life of three years. We finalized the purchase price allocation of Kilter, including the valuation of assets acquired and liabilities assumed, during the third quarter of 2023. Insignificant acquisition-related costs, which primarily consisted of legal services, were recorded as general and administrative expense during the year ended December 31, 2023.

2021 Acquisition

EVERFI

On December 31, 2021, we acquired all of the outstanding equity securities, including all voting equity interests, of EVERFI, Inc., a Delaware corporation, pursuant to an agreement and plan of merger. We acquired the equity securities for approximately $441.8 million in cash consideration and 3,810,888 shares of our common stock, valued at approximately $301.0 million, for an aggregate purchase price of approximately $742.8 million, net of closing adjustments. The cash consideration and related expenses were funded primarily through cash on hand and new borrowings under the 2020 Credit Facility (as defined below). As a result of the acquisition, EVERFI became a wholly owned subsidiary of ours. The operating results of EVERFI have been included in our consolidated financial statements from the date of acquisition. During the year ended December 31, 2021, we incurred insignificant acquisition-related expenses associated with the acquisition, which were recorded in general and administrative expense. In accordance with applicable accounting rules, we determined that the impact of this acquisition was not material to our consolidated financial statements; therefore, revenue and earnings since the acquisition date and pro forma information are not required or presented. We finalized the purchase price allocation of EVERFI, including the valuation of assets acquired and liabilities assumed, during the fourth quarter of 2022.

Earnings Per Share (Computation of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Earnings Per Share [Abstract]
Net income (loss)	$ 1,820	$ (45,407)	$ 5,698
Weighted average common shares	52,546,406	51,569,148	47,412,306
Stock-based awards	1,174,936	0	818,132
Weighted average common shares assuming dilution	53,721,342	51,569,148	48,230,438
Basic earnings per share	$ 0.03	$ (0.88)	$ 0.12
Diluted earnings per share	$ 0.03	$ (0.88)	$ 0.12
Shares excluded from calculations of diluted earnings per share	45,614	1,046,307	974,110

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
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-Name Accounting Standards Codification
-Section 55
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Section 65
-Paragraph 1
-Subparagraph (f)
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-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Paragraph 11
-Subparagraph (b)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
-Section 50
-Paragraph 7
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-URI https://asc.fasb.org//1943274/2147483443/250-10-50-7

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482662/260-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-10

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
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-Name Accounting Standards Codification
-Section S99
-Paragraph 2
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+ Details

- Definition

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

+ References

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+ Details

- Definition

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

+ References

+ Details

Property and Equipment and Software and Content Development Costs (Tables)

12 Months Ended

Dec. 31, 2023

Property and equipment [Member]

Property, Plant and Equipment [Line Items]

Schedule of Property and Equipment

Property and equipment consisted of the following as of:


	Estimated useful life (years)	December 31,
(dollars in thousands)		2023		2022
Land	—	$	9,548	$	9,548
Building	39	61,284		61,284
Building improvements	7 - 20	11,720		10,874
Equipment	1 - 5	2,646		2,312
Computer hardware	1 - 5	50,064		47,886
Computer software	1 - 5	21,982		20,299
Construction in progress	—	1,611		3,500
Furniture and fixtures	2 - 7	3,187		3,264
Leasehold improvements	Lesser of lease term or estimated useful life	10,345		11,822
Total property and equipment		172,387		170,789
Less: accumulated depreciation		(73,698)		(63,363)
Property and equipment, net		$	98,689	$	107,426

Software and content development

Property, Plant and Equipment [Line Items]

Schedule of Property and Equipment

Software and content development costs consisted of the following as of:


	Estimated useful life (years)	December 31,
(dollars in thousands)		2023		2022
Software development costs	3 - 7	$	287,519	$	250,551
Content development costs	5	6,945		3,409
Less: accumulated amortization		(134,270)		(112,937)
Software and content development costs, net		$	160,194	$	141,023

Consolidated Financial Statement Details (Components of Accrued Expenses and Other Liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Taxes payable	$ 21,282	$ 16,667
Customer credit balances	10,238	8,257
Operating lease liabilities, current portion	6,701	7,723
Derivative instruments	5,540	323
Accrued commissions and salaries	4,413	6,944
Accrued transaction-based costs related to payments services	4,323	5,059
Accrued health care costs	3,865	2,467
Accrued legal costs	3,659	28,448
Accrued vacation costs	2,452	2,156
Contingent consideration obligations	1,403	2,710
Other liabilities	10,704	9,542
Total accrued expenses and other liabilities	74,580	90,296
Less: Long-term portion	10,258	4,294
Accrued expenses and other current liabilities	$ 64,322	$ 86,002
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued expenses and other current liabilities	Accrued expenses and other current liabilities
Derivative Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Less: Long-term portion, Accrued expenses and other current liabilities	Accrued expenses and other current liabilities

Stock-Based Compensation (Summary of Unvested Restricted Stock Awards, Activity) (Details) - Restricted stock awards [Member] - USD ($)
$ / shares in Units, $ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unvested, number, beginning of period

1,345,608

Unvested, weighted average grant date fair value, beginning of period

$ 68.09

Granted, number

473,341

Granted, weighted average grant date fair value

$ 62.59

$ 60.90

$ 77.39

Forfeited, number

(106,634)

Forfeited, weighted average grant date fair value

$ 66.37

Vested, number

(610,613)

Vested, weighted average grant date fair value

$ 69.86

Unvested, number, end of period

1,101,702

1,345,608

Unvested, weighted average grant date fair value, end of period

$ 64.92

$ 68.09

Unvested, aggregate intrinsic value

^[1]

$ 95,518

[1]	The intrinsic value is calculated as the market value as of the end of the fiscal period.

Income Taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes


12. Income Taxes

We file income tax returns in the U.S. for federal and various state jurisdictions as well as in foreign jurisdictions including Canada, the U.K., Australia, Ireland and Costa Rica. We are generally subject to U.S. federal income tax examination for calendar tax years 2020 through 2023 as well as state and foreign income tax examinations for various years depending on statutes of limitations of those jurisdictions.

The following summarizes the components of income tax expense (benefit):


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Current taxes:
U.S. Federal	$	18,879	$	3,485	$	(2,499)
U.S. State and local	12,331		5,708		(257)
International	8,982		7,283		6,570
Total current taxes	40,192		16,476		3,814
Deferred taxes:
U.S. Federal	(18,303)		(16,880)		(4,615)
U.S. State and local	(5,895)		(9,319)		222
International	(170)		(445)		1,964
Total deferred taxes	(24,368)		(26,644)		(2,429)
Total income tax provision (benefit)	$	15,824	$	(10,168)	$	1,385

The following summarizes the components of income (loss) before provision for income taxes:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
U.S.	$	(22,074)	$	(91,493)	$	(23,180)
International	39,718		35,918		30,263
Income (loss) before provision for income taxes	$	17,644	$	(55,575)	$	7,083

A reconciliation between the effect of applying the federal statutory rate and the effective income tax rate used to calculate our income tax provision is as follows:


	Years ended December 31,
	2023		2022		2021
Federal statutory rate	21.0	%	21.0	%	21.0	%
Effect of:
State income taxes, net of federal benefit	20.0		1.5		4.4
Change in foreign income tax rate applied to deferred tax balances	—		0.1		42.6

Change in state income tax rate applied to deferred tax balances	7.1		1.8		2.3
Nondeductible security incident-related fines or penalties	35.7		(8.7)		—
Section 162(m) limitation	30.1		(6.4)		75.0
Stock-based compensation	13.4		(6.3)		(36.2)
Change in valuation reserve (primarily state credit reserves)	10.8		(5.4)		26.1
GILTI inclusion	9.3		(2.6)		—
Foreign tax rate	6.1		1.0		(6.0)
Nondeductible meals, entertainment and transportation	4.4		(0.7)		1.1
Unrecognized tax benefit	0.7		0.5		(32.7)
Acquisition costs	—		—		8.7





Return to accrual adjustment	(8.3)		1.4		(4.2)
State credits, net of federal benefit	(9.1)		7.2		(32.6)
FDII benefit	(10.2)		2.3		—
Federal credits generated	(42.3)		11.5		(54.5)
Other	1.0		0.1		4.6
Income tax provision effective rate	89.7	%	18.3	%	19.6	%

The increase in our effective income tax rate for year ended December 31, 2023, when compared to the same period in 2022, was primarily attributable to higher 2023 non-deductible accruals for loss contingencies related to the Security Incident and other non-deductible expenses and tax rate changes, partially offset by increased tax credits. Furthermore, our 2023 effective tax rate was negatively impacted by higher tax rates in foreign jurisdictions in which we operate which were predominantly due to UK tax rate increases. The year-on-year comparison is further impacted by 2023 pre-tax income versus prior year pre-tax loss.

The significant components of our deferred tax assets and liabilities were as follows:


	December 31,
(dollars in thousands)	2023		2022
Deferred tax assets relating to:
Capitalized R&D and software costs	$	47,351	$	12,166
Federal, state and foreign tax credits	39,260		50,194
Stock-based compensation	24,717		21,166
Operating leases	12,867		14,024
Federal and state and foreign net operating loss carryforwards	7,061		10,369
Deferred revenue	5,992		1,820
Allowance for credit losses	1,702		1,803
Intangible assets	1,050		561
Accrued bonuses	314		455
Other	2,982		6,293
Total deferred tax assets	143,296		118,851
Deferred tax liabilities relating to:
Intangible assets	(160,172)		(161,836)
Costs of obtaining contracts	(13,870)		(16,287)

Operating leases	(9,865)		(11,721)
Fixed assets	(5,833)		(9,827)
Other	(8,342)		(9,016)
Total deferred tax liabilities	(198,082)		(208,687)
Valuation allowance	(37,862)		(34,769)
Net deferred tax liability	$	(92,648)	$	(124,605)

As of December 31, 2023, our federal, foreign and state net operating loss carryforwards for income tax purposes were approximately $14.9 million, $3.8 million and $50.8 million, respectively. Of our federal net operating loss carryforwards, $12.4 million are subject to expiration beginning in 2024 while the remainder have an unlimited carryforward period. The state net operating loss carryforwards are subject to various applicable state tax laws. If not utilized, the state net operating loss carryforwards will expire over various periods beginning in 2024. Our foreign net operating loss carryforwards have an unlimited carryforward period. Our state tax credit carryforwards for income tax purposes were approximately $40.9 million, net of federal benefit. If not utilized, the state tax credit carryforwards will begin to expire in 2024. A portion of the foreign and state net operating loss carryforwards and state credit carryforwards have a valuation reserve due to management's uncertainty regarding the future ability to use such carryforwards.

The following table illustrates the change in our deferred tax asset valuation allowance:


Years ended December 31, (dollars in thousands)	Balance at beginning of year		Acquisition- related change		Charges to expense		Balance at end of year

2023	$	34,769	$	—	$	3,093	$	37,862
2022	31,974		—		2,795		34,769
2021	29,184		893		1,897		31,974

The following table sets forth the change to our unrecognized tax benefit for the years ended December 31, 2023, 2022 and 2021:


	Years ended December 31,
(dollars in thousands)	2023		2022		2021
Balance at beginning of year	$	3,083	$	3,651	$	4,625
Increases from current period positions	762		629		1,751
Increases from prior period positions	101		89		6
Decreases in prior year positions	(118)		(908)		(57)
Settlements (payments)	(160)		—		(1,192)
Lapse of statute of limitations	(428)		(378)		(1,482)
Balance at end of year	$	3,240	$	3,083	$	3,651

The total amount of unrecognized tax benefit that, if recognized, would favorably affect the effective tax rate was $3.2 million at December 31, 2023. Certain prior period amounts relating to our 2014 acquisitions were covered under indemnification agreements and, therefore, had a corresponding indemnification asset. Due to lapse of statute of limitations, the indemnified unrecognized tax benefit was released in 2022 resulting in income tax benefit with offsetting expense included in pretax income from corresponding release of indemnification asset. We recognize accrued interest and penalties, if any, related to unrecognized tax benefits as a component of income tax expense. The total amount of accrued interest and penalties included in the consolidated balance sheet as of December 31, 2023 and December 31, 2022 was insignificant. The total amount of interest and penalties included in the consolidated statements of comprehensive income as an increase or decrease in income tax expense for 2023, 2022 and 2021 was insignificant.

We have taken federal and state tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits might decrease within the next twelve months. This possible decrease could result from the expiration of statutes of limitations. The reasonably possible decrease at December 31, 2023 was insignificant.

For our undistributed earnings of foreign subsidiaries, we concluded that these earnings would be permanently reinvested in the local jurisdictions and not repatriated to the United States except to the extent that said earnings are of previously taxed income. Accordingly, we have not provided for U.S. income taxes and foreign withholding taxes on those undistributed earnings of our foreign subsidiaries.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

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+ Details

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Assets and Liabilities Measured at Fair Value on a Recurring Basis

Financial assets and liabilities that are measured at fair value on a recurring basis consisted of the following, as of the dates indicated below:


	Fair value measurement using
(dollars in thousands)	Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Fair value as of December 31, 2023
Financial assets:
Interest rate swaps	$	—	$	16,198	$	—	$	16,198

Total financial assets	$	—	$	16,198	$	—	$	16,198

Fair value as of December 31, 2023
Financial liabilities:
Interest rate swaps	$	—	$	5,004	$	—	$	5,004
Foreign currency forward contracts	—		536		—		536
Contingent consideration obligations	—		—		1,403		1,403
Total financial liabilities	$	—	$	5,540	$	1,403	$	6,943

Fair value as of December 31, 2022
Financial assets:
Interest rate swaps	$	—	$	31,870	$	—	$	31,870
Foreign currency forward contracts	—		247		—		247
Total financial assets	$	—	$	32,117	$	—	$	32,117

Fair value as of December 31, 2022
Financial liabilities:

Foreign currency forward contracts	$	—	$	323	$	—	$	323
Contingent consideration obligations	—		—		2,710		2,710
Total financial liabilities	$	—	$	323	$	2,710	$	3,033