NERDWALLET INC

Previous wording

On July 30, 2024, we committed to a restructuring plan, effective August 1, 2024, intended to reduce our operating expenses and better position us to execute our long-term strategic initiatives (the Restructuring Plan). The Restructuring Plan will reduce the size of our workforce by approximately 15% of our full-time employees, as compared to our headcount as of December 31, 2023. We expect to incur a total estimated pre-tax restructuring charge of approximately $8 million to $10 million for the year ended December 31, 2024 in connection with the Restructuring Plan, with most of these charges expected to occur in the third quarter of 2024. We expect to realize approximately $30 million of annualized cost savings as a result of the Restructuring Plan.

Current wording

On July 30, 2024, we committed to a restructuring plan, effective August 1, 2024, intended to reduce our operating expenses and better position us to execute our long-term strategic initiatives (the Restructuring Plan). The Restructuring Plan was substantially completed during the three months ended September 30, 2024 and reduced the size of our workforce by approximately 15% of our full-time employees, as compared to our headcount as of December 31, 2023. We incurred a pre-tax restructuring charge of $7.8 million for the three and nine months ended September 30, 2024 in connection with the Restructuring Plan, which primarily consisted of severance payments, employee benefits and related expenses for impacted employees, and is presented in our condensed consolidated statement of operations as $5.6 million of research and development expenses, $1.2 million of sales and marketing expenses and $1.0 million of general and administrative expenses. We expect to realize approximately $30 million of annualized cost savings as a result of the Restructuring Plan.

Previous wording

The charges that we expect to incur and the savings we expect to realize are subject to several assumptions, including, but not limited to, compliance with legal requirements in various jurisdictions, the impact of the workforce reduction on our business results of operations, and future investment opportunities. Actual results may differ materially from the estimates disclosed above.

Current wording

The charges that we have incurred and the savings we expect to realize are subject to several assumptions, including, but not limited to, compliance with legal requirements in various jurisdictions, the impact of the workforce reduction on our business results of operations, and future investment opportunities. Actual results may differ materially from the estimates disclosed above.

Previous wording

We define a Monthly Unique User (MUU) as a unique user with at least one session in a given month as determined by a unique device identifier. We measure MUUs during a time period longer than one month by averaging the MUUs of each month within that period. We track MUUs to frame the number of users who may transact with our financial services partners on our platform during a given period. We had 23 million and 26 million average MUUs for the three and six months ended June 30, 2024, which was up 7% and 16% compared to the three and six months ended June 30, 2023, respectively. We saw strong engagement in areas such as travel products, investing and insurance. While we expect MUUs to grow over time, the metric may fluctuate from period to period based on economic conditions, trends in consumer behavior and our strategic marketing decisions.

Current wording

We define a Monthly Unique User (MUU) as a unique user with at least one session in a given month as determined by a unique device identifier. We measure MUUs during a time period longer than one month by averaging the MUUs of each month within that period. We track MUUs to frame the number of users who may transact with our financial services partners on our platform during a given period. We had 22 million and 25 million average MUUs for the three and nine months ended September 30, 2024, which was down 7% and up 9% compared to the three and nine months ended September 30, 2023, respectively. We saw broad pressure from organic traffic declines partially offset by strong engagement in areas such as investing and insurance for the three months ended September 30, 2024, and saw strong engagement in areas such as investing, travel products and insurance for the nine months ended September 30, 2024. While we expect MUUs to grow over time, the metric may fluctuate from period to period based on economic conditions, trends in consumer behavior and our strategic marketing decisions.

Previous wording

Non-GAAP operating income (loss): We define non-GAAP operating income (loss) as income (loss) from operations adjusted to exclude depreciation and amortization, and further exclude (1) impairment of right-of-use asset, (2) losses (gains) on disposals of assets, (3) change in fair value of contingent consideration related to earnouts, (4) deferred compensation related to earnouts, and (5) acquisition-related costs. We also reduce income from operations, or increase loss from operations, for capitalized internally developed software costs.

Current wording

Non-GAAP operating income (loss): We define non-GAAP operating income (loss) as income (loss) from operations adjusted to exclude depreciation and amortization, and further exclude (1) impairment of right-of-use asset, (2) losses (gains) on disposals of assets, (3) change in fair value of contingent consideration related to earnouts, (4) deferred compensation related to earnouts, (5) acquisition-related costs, and (6) restructuring charges. We also reduce income from operations, or increase loss from operations, for capitalized internally developed software costs.

Previous wording

Adjusted EBITDA: We define adjusted EBITDA as net income (loss) from continuing operations adjusted to exclude depreciation and amortization, interest income (expense), net, and provision (benefit) for income taxes, and further exclude (1) impairment of right-of-use asset, (2) losses (gains) on disposals of assets, (3) change in fair value of contingent consideration related to earnouts, (4) deferred compensation related to earnouts, (5) stock-based compensation, and (6) acquisition-related costs.

Current wording

Adjusted EBITDA: We define adjusted EBITDA as net income (loss) from continuing operations adjusted to exclude depreciation and amortization, interest income (expense), net, and provision (benefit) for income taxes, and further exclude (1) impairment of right-of-use asset, (2) losses (gains) on disposals of assets, (3) change in fair value of contingent consideration related to earnouts, (4) deferred compensation related to earnouts, (5) stock-based compensation, (6) acquisition-related costs, and (7) restructuring charges.

Previous wording

Loss from operations increased $5.4 million, or 129%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023, as a $7.3 million increase in revenue was more than offset by a $12.7 million increase in operating expenses, primarily attributable to increases of $7.3 million in sales and marketing expenses and $2.7 million in research and development expenses. Loss from operations increased $0.9 million, or 17% for the six months ended June 30, 2024 compared to the six months ended June 30, 2023, reflecting a $0.4 million decrease in revenue and a $0.5 million increase in operating expenses, as a $6.5 million decrease in sales and marketing expenses was more than offset by increases in other operating expenses.

Current wording

Income from operations increased $2.6 million, or 64%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, as a $38.5 million increase in revenue was partially offset by a $35.9 million increase in operating expenses, primarily attributable to increases of $27.5 million in sales and marketing expenses and $4.4 million in cost of revenue. We had income from operations of $0.7 million for the nine months ended September 30, 2024, as compared to a loss from operations of $1.0 million for the nine months ended September 30, 2023, reflecting a $38.1 million increase in revenue partially offset by a $36.4 million increase in operating expenses, primarily attributable to increases of $21.0 million in sales and marketing expenses, $6.6 million in cost of revenue, and $6.2 million in research and development expenses.

Previous wording

Revenue increased $7.3 million, or 5%, for the three months ended June 30, 2024, and decreased $0.4 million, for the six months ended June 30, 2024, compared to the three and six months ended June 30, 2023, respectively, reflecting the net impact of lower credit cards and loans revenue, offset by growth in emerging verticals and SMB products revenue.

Current wording

Revenue increased $38.5 million, or 25%, and $38.1 million, or 8%, for the three and nine months ended September 30, 2024 compared to the three and nine months ended September 30, 2023, respectively, reflecting growth in emerging verticals and SMB products revenue, partially offset by lower credit cards and loans revenue.

Previous wording

Credit cards revenue consists of revenue from consumer credit cards. Credit cards revenue decreased $5.1 million, or 10%, and $16.4 million, or 15%, for the three and six months ended June 30, 2024, respectively, primarily due to reduced marketing spending by our financial services partners amidst a combination of continued cautious underwriting and heightened balance sheet conservatism.

Current wording

Credit cards revenue consists of revenue from consumer credit cards. Credit cards revenue decreased $8.7 million, or 16%, and $25.1 million, or 15%, for the three and nine months ended September 30, 2024, respectively, primarily due to pressures in organic search traffic and reduced marketing spending by our financial services partners amidst a cautious underwriting environment.

Previous wording

Loans revenue includes revenue from personal loans, mortgages, student loans and auto loans. Loans revenue decreased $1.4 million, or 6%, and $2.0 million, or 5%, for the three and six months ended June 30, 2024, respectively. The decrease for the three months ended June 30, 2024 was primarily due to a 17% decrease in personal loans revenue, as we continue to work through a tight underwriting environment while improving our near-prime matching and partner coverage, partially offset by increases of 7% in mortgages revenue and 33% in student loans revenue. The decrease for the six months ended June 30, 2024 was primarily due to decreases of 5% in personal loans revenue and 4% in mortgages revenue.

Current wording

Loans revenue includes revenue from personal loans, mortgages, student loans and auto loans. Loans revenue decreased $9.1 million, or 28%, and $11.1 million, or 14%, for the three and nine months ended September 30, 2024, respectively, primarily due to decreases of 49% and 26% in personal loans revenue as we continue to work through a high interest rate environment.

Previous wording

SMB products revenue includes revenue from loans, credit cards and other financial products and services intended for small and mid-sized businesses. SMB products revenue increased $2.4 million, or 10%, and $7.6 million, or 16%, for the three and six months ended June 30, 2024, respectively, primarily driven by revenue growth in products such as business credit cards and loan renewals, as we continue to scale our product offerings, partially offset by decreases in business loan originations.

Current wording

SMB products revenue includes revenue from loans, credit cards and other financial products and services intended for small and mid-sized businesses. SMB products revenue increased $3.1 million, or 12%, and $10.7 million, or 14%, for the three and nine months ended September 30, 2024, respectively, primarily driven by revenue growth in products such as business credit cards, banking and loan renewals, as we continue to scale our product offerings, partially offset by decreases in business loan originations.

Previous wording

Emerging verticals revenue includes revenue from other product sources, including banking, insurance, investing and international. Emerging verticals revenue increased $11.4 million, or 25%, and $10.4 million, or 10%, for the three and six months ended June 30, 2024, respectively, primarily due to increases of 196% and 67% in insurance products revenue as carriers expanded budgets, partially offset by decreases of 26% and 17% in banking revenue as consumer demand for banking products continued to moderate.

Current wording

Emerging verticals revenue includes revenue from other product sources, including banking, insurance, investing and international. Emerging verticals revenue increased $53.2 million, or 129%, and $63.6 million, or 43%, for the three and nine months ended September 30, 2024, respectively, primarily driven by strong increases of 916% and 222% in insurance products revenue as carriers expanded budgets, partially offset by decreases of 26% and 20% in banking revenue as consumer demand for banking products continued to moderate.

Previous wording

Cost of revenue increased $1.8 million, or 14%, and $2.2 million, or 8%, for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023, respectively, primarily due to increases of $1.3 million and $2.6 million in amortization expense related to capitalized software development costs and $0.8 million and $0.3 million primarily related to third-party service charges, partially offset by decreases of $0.5 million and $1.0 million in amortization expense related to intangible assets.

Current wording

Cost of revenue increased $4.4 million, or 33%, and $6.6 million, or 17%, for the three and nine months ended September 30, 2024 compared to the three and nine months ended September 30, 2023, respectively, primarily due to increases of $1.7 million and $4.4 million in amortization expense related to capitalized software development costs and $3.0 million and $3.3 million primarily related to third-party service charges, partially offset by decreases of $0.5 million and $1.5 million in amortization expense related to intangible assets.

Previous wording

Research and development expenses increased $2.7 million, or 13%, and $3.9 million, or 10%, for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023, respectively, primarily attributable to increases of $2.1 million and $3.5 million in personnel-related costs for our engineering, data, and product management personnel and contractors to support our continued growth and key platform capabilities, and $0.7 million and $0.6 million in software and technology costs related to our platform.

Current wording

Research and development expenses increased $2.3 million, or 11%, and $6.2 million, or 10%, for the three and nine months ended September 30, 2024 compared to the three and nine months ended September 30, 2023, respectively, primarily attributable to a $5.6 million restructuring charge as well as increases of $0.7 million and $1.3 million in software and technology costs related to our platform, respectively. These increases for the three months ended September 30, 2024 were partially offset by a $3.3 million decrease in personnel-related costs for our engineering, data, and product management personnel and contractors to support our continued growth and key platform capabilities.

Previous wording

For the three and six months ended June 30, 2024, our total sales and marketing expense was comprised of approximately 18% and 21% for brand marketing, respectively, and 56% and 53% for performance marketing, respectively, with the remainder for organic and other marketing expenses. For the three and six months ended June 30, 2023, our total sales and marketing expense was comprised of approximately 21% and 27% for brand marketing, respectively, and 50% and 48% for performance marketing, respectively, with the remainder for organic and other marketing expenses. We are able to adjust our marketing spend to reflect changes in external factors and consumer behavior.

Current wording

For the three and nine months ended September 30, 2024, our total sales and marketing expense was comprised of approximately 9% and 17% for brand marketing, respectively, and 72% and 60% for performance marketing, respectively, with the remainder for organic and other marketing expenses. For the three and nine months ended September 30, 2023, our total sales and marketing expense was comprised of approximately 19% and 24% for brand marketing, respectively, and 53% and 49% for performance marketing, respectively, with the remainder for organic and other marketing expenses. We are able to adjust our marketing spend to reflect changes in external factors and consumer behavior.

Previous wording

Sales and marketing expenses increased $7.3 million, or 7%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023, as a $10.1 million increase in performance marketing expenses was partially offset by decreases of $1.7 million in brand marketing expenses and $1.1 million in organic and other marketing expenses primarily due to lower personnel-related costs. Sales and marketing expenses decreased $6.5 million, or 3%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023, as decreases of $13.3 million in brand marketing expenses and $2.1 million in organic and other marketing expenses primarily due to lower personnel-related costs, were partially offset by an $8.9 million increase in performance marketing expenses.

Current wording

Sales and marketing expenses increased $27.5 million, or 27%, and $21.0 million, or 7%, for the three and nine months ended September 30, 2024 compared to the three and nine months ended September 30, 2023, respectively, as increases of $38.4 million and $47.3 million in performance marketing expenses were partially offset by decreases of $7.5 million and $20.8 million in brand marketing expenses, and $3.4 million and $5.5 million in organic and other marketing expenses primarily due to lower personnel-related costs partially offset by a $1.2 million restructuring charge.

Previous wording

Other income, net increased $0.7 million or 112%, and $1.1 million, or 82%, for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023, respectively, primarily attributable to higher interest income reflecting higher interest rates and average cash balances.

Current wording

Other income, net increased $0.5 million or 86%, and $1.6 million, or 83%, for the three and nine months ended September 30, 2024 compared to the three and nine months ended September 30, 2023, respectively, primarily attributable to higher interest income reflecting higher interest rates and, for the nine months ended September 30, 2024, higher average cash balances.

Previous wording

We had income tax provisions of $1.1 million and $4.8 million for the three and six months ended June 30, 2024, respectively, and $7.1 million and $5.3 million for the three and six months ended June 30, 2023, respectively. Our effective tax rate was (13.7%) and (138.6%) for the three and six months ended June 30, 2024, and (200.4%) and (144.0%) for the three and six months ended June 30, 2023. Our effective tax rate for the three and six months ended June 30, 2024 differs from the U.S. federal statutory income tax rate of 21% primarily due to the valuation allowance maintained against our net U.S. deferred tax assets and state taxes, partially offset by research and development credits. Our effective tax rate for the three and six months ended June 30, 2023 differs from the U.S. federal statutory income tax rate of 21% primarily due to capitalization of research and development expenses under tax regulations effective in 2022, a full valuation allowance recorded against our net U.S. deferred tax assets, and excess tax benefits related to stock-based compensation.

Current wording

We had income tax provisions of $7.7 million and $12.5 million for the three and nine months ended September 30, 2024, respectively, and $5.2 million and $10.5 million for the three and nine months ended September 30, 2023, respectively. Our effective tax rate was 99.2% and 290.7% for the three and nine months ended September 30, 2024, and 110.9% and 1,080.6% for the three and nine months ended September 30, 2023. Our effective tax rate for the three and nine months ended September 30, 2024 differs from the U.S. federal statutory income tax rate of 21% primarily due to the valuation allowance maintained against our net U.S. deferred tax assets and state taxes, partially offset by research and development credits. Our effective tax rate for the three and nine months ended September 30, 2023 differs from the U.S. federal statutory income tax rate of 21% primarily due to capitalization of research and development expenses under tax regulations effective in 2022, a full valuation allowance recorded against our net U.S. deferred tax assets, and excess tax benefits related to stock-based compensation.

Previous wording

Based on our ongoing assessment of all available evidence, both positive and negative, including consideration of our historical profitability and the estimated impact of our operating model on future profitability, we concluded that it was more likely than not that our U.S. deferred tax assets in excess of deferred tax liabilities would not be realized and recorded a valuation allowance against these net U.S. deferred tax assets as of June 30, 2024. Our judgment regarding the likelihood of realization of these deferred tax assets could change in future periods, which could result in a material impact to our income tax provision in the period of change. Given our current earnings projections, sufficient positive evidence may become available for us to release all, or a portion, of the valuation allowance within the next six months. However, the timing and amounts of such valuation allowance releases are subject to change based on the level of profitability achieved in future periods.

Current wording

Based on our ongoing assessment of all available evidence, both positive and negative, including consideration of our historical profitability and the estimated impact of our operating model on future profitability, we concluded that it was more likely than not that our U.S. deferred tax assets in excess of deferred tax liabilities would not be realized and recorded a valuation allowance against these net U.S. deferred tax assets as of September 30, 2024. Our judgment regarding the likelihood of realization of these deferred tax assets could change in future periods, which could result in a material impact to our income tax provision in the period of change. Given our current earnings projections, sufficient positive evidence may become available for us to release all, or a portion, of the valuation allowance within the next twelve months. However, the timing and amounts of such valuation allowance releases are subject to change based on the level of profitability achieved in future periods.

Previous wording

Non-GAAP operating income (loss) and adjusted EBITDA as we define them may not be comparable to similarly titled measures used by other companies. Because of these limitations, you should consider non-GAAP operating income (loss) and adjusted EBITDA alongside other financial performance measures, including loss from operations, net loss and our other GAAP results.

Current wording

Non-GAAP operating income (loss) and adjusted EBITDA as we define them may not be comparable to similarly titled measures used by other companies. Because of these limitations, you should consider non-GAAP operating income (loss) and adjusted EBITDA alongside other financial performance measures, including income (loss) from operations, net income (loss) and our other GAAP results.

Previous wording

We compensate for these limitations by reconciling non-GAAP operating income (loss) to loss from operations, and adjusted EBITDA to net loss, the most comparable GAAP financial measures, as follows:

Current wording

We compensate for these limitations by reconciling non-GAAP operating income (loss) to income (loss) from operations, and adjusted EBITDA to net income (loss), the most comparable GAAP financial measures, as follows:

Previous wording

See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations” for a discussion of the changes in loss from operations and net loss for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023.

Current wording

See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations” for a discussion of the changes in income (loss) from operations and net income (loss) for the three and nine months ended September 30, 2024 compared to the three and nine months ended September 30, 2023.

Previous wording

As of June 30, 2024 and December 31, 2023, we had cash and cash equivalents of $113.8 million and $100.4 million, respectively.

Current wording

As of September 30, 2024 and December 31, 2023, we had cash and cash equivalents of $71.7 million and $100.4 million, respectively.

Previous wording

More broadly, we also have purchase obligations under contractual arrangements with vendors and service providers, including for certain web-hosting and cloud computing services, which do not qualify for recognition on our condensed consolidated balance sheets but which we consider non-cancellable. During the six months ended June 30, 2024, there have been no material changes in our purchase obligations as disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations–Liquidity and Capital Resources” in our Annual Report on Form 10-K for the year ended December 31, 2023.

Current wording

More broadly, we also have purchase obligations under contractual arrangements with vendors and service providers, including for certain web-hosting and cloud computing services and advertising, which do not qualify for recognition on our condensed consolidated balance sheets but which we consider non-cancellable. As of September 30, 2024, amounts to be spent under non-cancellable purchase obligations were $3.2 million in the remainder of 2024, and approximately $17 million in 2025 and $9 million in 2026.

Previous wording

We announced on May 2, 2023 that our Board of Directors authorized a plan under which we may repurchase up to $20 million of our Class A common stock and, following our utilization of that share repurchase authorization, we announced on October 26, 2023 that our Board of Directors approved a share repurchase authorization under which we may repurchase up to an additional $30 million of our Class A common stock (collectively, the Repurchase Plans). Subject to market conditions and other factors, the Repurchase Plans are intended to make opportunistic repurchases of our Class A common stock to reduce our outstanding share count. Under the Repurchase Plans, shares of Class A common stock may be repurchased in the open market through privately negotiated transactions or otherwise, in accordance with applicable securities laws and other restrictions. The Repurchase Plans do not have fixed expiration dates and do not obligate us to acquire any specific number of shares. The timing and terms of any repurchases under the Repurchase Plans are at management’s discretion and depend on a variety of factors, including business, economic and market conditions, regulatory requirements, prevailing stock prices and other considerations. Additionally, we may, from time to time, enter into Rule 10b-5 trading plans to facilitate repurchases. Shares repurchased under the Repurchase Plans are retired. We expect to fund repurchases with existing cash and cash equivalents. We repurchased 0.1 million shares of Class A common stock for $1.1 million, including costs associated with the repurchases, during the six months ended June 30, 2024.

Current wording

We announced on May 2, 2023 that our Board of Directors authorized a plan under which we may repurchase up to $20 million of our Class A common stock and, following our utilization of such share repurchase authorization, we announced on October 26, 2023 and September 9, 2024 that our Board of Directors approved additional share repurchase authorizations under which we may repurchase up to an additional $30 million and $50 million, respectively, of our Class A common stock (collectively, the Repurchase Program). Subject to market conditions and other factors, the Repurchase Program is intended to make opportunistic repurchases of our Class A common stock to reduce our outstanding share count. Under the Repurchase Program, shares of Class A common stock may be repurchased in the open market through privately negotiated transactions or otherwise, in accordance with applicable securities laws and other restrictions. The Repurchase Program does not have fixed expiration dates and does not obligate us to acquire any specific number of shares. The timing and terms of any repurchases are at management’s discretion and depend on a variety of factors, including business, economic and market conditions, regulatory requirements, prevailing stock prices and other considerations. Additionally, we may, from time to time, enter into Rule 10b-5 trading plans to facilitate repurchases. Shares repurchased under the Repurchase Programs are retired. We expect to fund repurchases with existing cash and cash equivalents. We repurchased 5.8 million shares of Class A common stock for $72.2 million, including costs associated with the repurchases, during the nine months ended September 30, 2024.

Previous wording

We, including three of our wholly-owned subsidiaries, maintain a credit agreement (the Credit Agreement) with JPMorgan Chase Bank, National Association, as Administrative Agent, and a syndicate of lenders. The Credit Agreement provides for a $125.0 million senior secured revolving credit facility (the Credit Facility), with the option to increase up to an additional $75.0 million, and is available to be used by us and certain of our domestic subsidiaries for general corporate purposes, including acquisitions. The Credit Facility matures on September 26, 2028. We had no outstanding balance on our Credit Agreement as of June 30, 2024 or December 31, 2023. The available amount to borrow under our Credit Agreement was $123.7 million at both June 30, 2024 and December 31, 2023, which was equal to the available amount under the credit agreement of $125.0 million, net of letters of credit of $1.3 million. Our Credit Agreement contains certain customary financial and non-financial covenants. We were in compliance with all covenants as of June 30, 2024 and December 31, 2023.

Current wording

We, including three of our wholly-owned subsidiaries, maintain a credit agreement (the Credit Agreement) with JPMorgan Chase Bank, National Association, as Administrative Agent, and a syndicate of lenders. The Credit Agreement provides for a $125.0 million senior secured revolving credit facility (the Credit Facility), with the option to increase up to an additional $75.0 million, and is available to be used by us and certain of our domestic subsidiaries for general corporate purposes, including acquisitions. On October 1, 2024, we entered into an amendment to the Credit Agreement which, among other things, permits us to acquire an unrestricted subsidiary and/or to invest up to an aggregate of $15 million in unrestricted subsidiaries in any fiscal year, subject to standard provisions and limitations for unrestricted subsidiaries. The Credit Facility matures on September 26, 2028. We had no outstanding balance on our Credit Agreement as of September 30, 2024 or December 31, 2023. The available amount to borrow under our Credit Agreement was $123.7 million at both September 30, 2024 and December 31, 2023, which was equal to the available amount under the credit agreement of $125.0 million, net of letters of credit of $1.3 million. Our Credit Agreement contains certain customary financial and non-financial covenants. We were in compliance with all covenants as of September 30, 2024 and December 31, 2023.

Previous wording

Net cash provided by operating activities increased $26.5 million in the six months ended June 30, 2024 compared to the six months ended June 30, 2023, as a $27.6 million decrease in net cash outflow from changes in operating assets and liabilities was partially offset by decreases of $1.8 million in non-cash charges and $0.7 million in net loss. The decrease in net cash outflow from changes in operating assets and liabilities was primarily due to a $14.0 million payment in the six months ended June 30, 2023 for contingent consideration in excess of the amounts recorded at the acquisition date, as well as decreases of $12.9 million in accrued expenses and other current liabilities, $9.9 million in accounts payable, and $3.4 million in prepaid expenses and other assets, partially offset by an increase of $12.0 million in accounts receivable. The decrease in non-cash charges was primarily due to decreases of $0.9 million in stock-based compensation and $0.9 million in other, net.

Current wording

Net cash provided by operating activities increased $19.4 million in the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, as decreases of $18.3 million in net cash outflow from changes in operating assets and liabilities and $1.3 million in net loss was partially offset by a $0.2 million decrease in non-cash charges. The decrease in net cash outflow from changes in operating assets and liabilities was primarily due to a $14.0 million payment in the nine months ended September 30, 2023 for contingent consideration in excess of the amounts recorded at the acquisition date, and decreases of $22.7 million in accrued expenses and other current liabilities and $9.7 million in prepaid expenses and other assets, partially offset by a $28.9 million decrease in accounts receivable. The decrease in non-cash charges was primarily due to decreases of $0.9 million in other, net and $0.4 million in non-cash lease costs, partially offset by a $1.0 million increase in depreciation and amortization.

Previous wording

Net cash used in investing activities increased $3.9 million in the six months ended June 30, 2024 compared to the six months ended June 30, 2023, primarily due to an $8.1 million purchase of an investment in the six months ended June 30, 2024, partially offset by a $4.1 million decrease in capitalized software development costs.

Current wording

Net cash used in investing activities increased $4.3 million in the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, primarily due to an $8.1 million purchase of an investment in the nine months ended September 30, 2024, partially offset by a $3.7 million decrease in capitalized software development costs.

Previous wording

Net cash used in financing activities decreased $7.6 million in the six months ended June 30, 2024 compared to the six months ended June 30, 2023, primarily due to a $16.9 million payment in the six months ended June 30, 2023 for contingent consideration recorded at the acquisition date, partially offset by a $6.7 million decrease from exercises of stock options and $1.9 million from issuance of Class A common stock under our Employee Stock Purchase Plan in the six months ended June 30, 2023.

Current wording

Net cash used in financing activities increased $46.5 million in the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, primarily due to a $57.7 million increase in repurchases of Class A common stock and a $3.9 million decrease from exercises of stock options, partially offset by a $16.9 million payment in the nine months ended September 30, 2023 for contingent consideration recorded at the acquisition date.

Previous wording

During the six months ended June 30, 2024, there have been no material changes in our critical accounting policies as disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations–Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K for the year ended December 31, 2023.

Current wording

During the nine months ended September 30, 2024, there have been no material changes in our critical accounting policies as disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations–Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K for the year ended December 31, 2023.