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Viant Technology Inc

For the period ended Sep 30, 2024. Filed Nov 12, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 12, 2024

DSP$12.85+1.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-12.

0001828791-24-000041

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-12.

0001828791-24-000054

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 169 previous paragraphs and 173 current paragraphs.

93 unchanged; 53 reworded; 26 added; 22 removed; 1 previous and 1 current paragraphs rearranged.

Tables are not compared: 28 previous and 28 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (26)

Current report

In September 2024, we launched our artificial intelligence product suite, ViantAI, which we believe will be the foundational component of our long-term vision for autonomous advertising to create the most efficient and cost-effective experience for our customers. ViantAI handles every stage of programmatic advertising, from building campaigns to optimizing execution allowing advertisers and their agencies to rely on ViantAI to manage their campaigns while they focus on broader strategic goals.

Current report

•Revenue of $79.9 million and $59.6 million, representing an increase of 34.1%;

Current report

•Gross profit of $35.3 million and $28.6 million, representing an increase of 23.4%;

Current report

•Contribution ex-TAC(1) of $47.4 million and $39.1 million, representing an increase of 21.1%;

Current report

•Non-GAAP net income(1) of $12.3 million and $7.6 million, representing an increase of 61.4%; and

Current report

•Adjusted EBITDA(1) of $14.7 million and $9.7 million, representing an increase of 51.8%.

Current report

•Revenue of$199.2 million and$158.5 million, representingan increase of 25.6%;

Current report

•Gross profit of$89.6 million and$70.7 million, representingan increase of 26.7%;

Current report

•Contribution ex-TAC(1) of$123.0 million and$100.8 million, representingan increase of 22.1%;

Current report

•Non-GAAP net income(1) of$20.9 million and$10.8 million, representingan increase of 93.0%; and

Current report

•Adjusted EBITDA(1) of$27.4 million and$16.1 million, representingan increase of 69.9%.

Current report

Comparison of the Nine Months Ended September 30, 2024 and 2023

Current report

The U.S. federal statutory tax rate was 21% for the nine months ended September 30, 2024 and 2023. The benefit from income taxes wasde minimis during the nine months ended September 30, 2024, compared to a provision of $0.2 million for the nine months ended September 30, 2023.

Current report

(3)Non-operational media purchases reflects costs incurred for one-time and non-operating supplier purchases that are not billable to the customer for the three and nine months ended September 30, 2024.

Current report

(1)Restructuring and other includes severance and other charges related to aligning our workforce with our strategic performance goals for the nine months ended September 30, 2024, and adjustments to severance charges initially recognized during 2022 for the three and nine months ended September 30, 2023.

Current report

(3)Non-operational media purchases reflects costs incurred for one-time and non-operating supplier purchases that are not billable to the customer for the three and nine months ended September 30, 2024.

Current report

(1)Restructuring and other includes severance and other charges related to aligning our workforce with our strategic performance goals for the nine months ended September 30, 2024, and adjustments to severance charges initially recognized during 2022 for the three and nine months ended September 30, 2023.

Current report

(3)Non-operational media purchases reflects costs incurred for one-time and non-operating supplier purchases that are not billable to the customer for the three and nine months ended September 30, 2024.

Current report

(4)The estimated income tax effect of our share of non-GAAP pre-tax income (loss) for the three and nine months ended September 30, 2024 and 2023 is calculated using assumed blended tax rates of 24% and 25%, respectively, which represent our expected corporate tax rates, excluding discrete and non-recurring tax items.

Current report

(1)Restructuring and other includes adjustments to severance charges initially recognized during 2022 for the three months ended September 30, 2023.

Current report

(2)Non-operational media purchases reflects costs incurred for one-time and non-operating supplier purchases that are not billable to the customer for the three months ended September 30, 2024.

Current report

(3)The estimated income tax effect of our share of non-GAAP pre-tax income (loss) for the three months ended September 30, 2024 and 2023 is calculated using assumed blended tax rates of 24% and 25%, respectively, which represent our expected corporate tax rates, excluding discrete and non-recurring tax items.

Current report

(1)Restructuring and other includes severance and other charges related to aligning our workforce with our strategic performance goals for the nine months ended September 30, 2024, and adjustments to severance charges initially recognized during 2022 for the nine months ended September 30, 2023.

Current report

(3)Non-operational media purchases reflects costs incurred for one-time and non-operating supplier purchases that are not billable to the customer for the nine months ended September 30, 2024.

Current report

(4)The estimated income tax effect of our share of non-GAAP pre-tax income (loss) for the nine months ended September 30, 2024 and 2023 is calculated using assumed blended tax rates of 24% and 25%, respectively, which represent our expected corporate tax rates, excluding discrete and non-recurring tax items.
Removed paragraphs (22)

Previous report

•Revenue of $65.9 million and $57.2 million, representing an increase of 15.1%;

Previous report

•Gross profit of $30.7 million and $23.7 million, representing an increase of 29.7%;

Previous report

•Contribution ex-TAC(1) of $41.6 million and $33.7 million, representing an increase of 23.4%;

Previous report

•Non-GAAP net income(1) of $7.2 million and $5.1 million, representing an increase of 41.5%; and

Previous report

•Adjusted EBITDA(1) of $9.6 million and $6.8 million, representing an increase of 40.8%.

Previous report

•Revenue of$119.3 million and$98.9 million, representingan increase of 20.5%;

Previous report

•Gross profit of$54.3 million and$42.1 million, representingan increase of 28.9%;

Previous report

•Contribution ex-TAC(1) of$75.7 million and$61.7 million, representingan increase of 22.7%;

Previous report

•Non-GAAP net income(1) of$8.6 million and$3.2 million, representingan increase of 164.4%; and

Previous report

•Adjusted EBITDA(1) of$12.7 million and$6.4 million, representingan increase of 97.2%.

Previous report

The U.S. federal statutory tax rate was 21% for the three months ended June 30, 2024 and 2023. The provision for income taxes was $0.1 million during the three months ended June 30, 2024, attributable to the excess tax benefits on vested stock-based compensation that will no longer be realized due to the Company's expected tax loss for the current year and its full valuation allowance.

Previous report

(1)Restructuring and other includes severance and other charges related to aligning our workforce with our strategic performance goals for the three and six months ended June 30, 2024, and adjustments to severance charges initially recognized during 2022 for the six months ended June 30, 2023.

Previous report

(1)Restructuring and other includes severance and other charges related to aligning our workforce with our strategic performance goals for the three and six months ended June 30, 2024, and adjustments to severance charges initially recognized during 2022 for the six months ended June 30, 2023.

Previous report

(1)Restructuring and other includes severance and other charges related to aligning our workforce with our strategic performance goals for the three and six months ended June 30, 2024, and adjustments to severance charges initially recognized during 2022 for the six months ended June 30, 2023.

Previous report

(3)The estimated income tax effect of our share of non-GAAP pre-tax income (loss) for the three and six months ended June 30, 2024 and 2023 is calculated using assumed blended tax rates of 26% and 20%, respectively, which represent our expected corporate tax rates, excluding discrete and non-recurring tax items.

Previous report

(2)Transaction expense for the three months ended June 30, 2024 consists of costs incurred for the Company's filing of a "shelf" registration statement on Form S-3.

Previous report

(3)The estimated income tax effect of our share of non-GAAP pre-tax income (loss) for the three months ended June 30, 2024 and 2023 is calculated using assumed blended tax rates of 26% and 20%, respectively, which represent our expected corporate tax rates, excluding discrete and non-recurring tax items.

Previous report

(1)Restructuring and other includes severance and other charges related to aligning our workforce with our strategic performance goals for the six months ended June 30, 2024, and adjustments to severance charges initially recognized during 2022 for the six months ended June 30, 2023.

Previous report

(2)Transaction expense for the six months ended June 30, 2024 consists of costs incurred for the Company's filing of a "shelf" registration statement on Form S-3.

Previous report

(3)The estimated income tax effect of our share of non-GAAP pre-tax income (loss) for the six months ended June 30, 2024 and 2023 is calculated using assumed blended tax rates of 26% and 20%, respectively, which represent our expected corporate tax rates, excluding discrete and non-recurring tax items.
Reworded paragraphs (53)

Previous wording

•Net income (loss) of $1.5 million and $(3.2) million, representing an improvement of 146.5%;

Current wording

•Net income (loss) of $6.5 million and $(0.7) million, representing an improvement of 1,061.0%;

Previous wording

Our financial results for the six months ended June 30, 2024 and 2023, respectively, include:

Current wording

Our financial results for the nine months ended September 30, 2024 and 2023, respectively, include:

Previous wording

•Net loss of$1.7 million and$12.6 million, representingan improvement of 86.3%;

Current wording

•Net income (loss) of$4.7 million and$(13.3) million, representingan improvement of 135.7%;

Previous wording

Our future growth depends on our ability to enhance and improve our offerings and platform to increase our customers' usage of our platform and add new customers. We believe many advertisers are in the early stages of moving a greater percentage of their advertising budgets to programmatic channels. By providing solutions for the planning, buying and measuring of their media spend across most channels, we believe we are well positioned to capture more of our customers’ programmatic budgets. We also continue to add functionality to our platform to encourage our customers to increase their usage. For instance, we continue to leverage artificial intelligence and machine learning in our platform to help our customers improve the efficiency and effectiveness of their advertising campaigns. Further, we intend to continue to grow our sales and marketing efforts to increase awareness of our DSP and highlight the advantages of our household ID and strategic partner data as a superior option to cookie-based targeting.

Current wording

Our future growth depends on our ability to enhance and improve our offerings and platform to increase our customers' usage of our platform and add new customers. We believe many advertisers are in the early stages of moving a greater percentage of their advertising budgets to programmatic channels. By providing solutions for the planning, buying and measuring of their media spend across most channels, we believe we are well positioned to capture more of our customers’ programmatic budgets. We also continue to add functionality to our platform to encourage our customers to increase their usage. For instance, we continue to leverage artificial intelligence and machine learning in our platform to help our customers improve the efficiency and effectiveness of their advertising campaigns. We expect ViantAI to accelerate market share gains and expand our total addressable market. Further, we intend to continue to grow our sales and marketing efforts to increase awareness of our DSP and highlight the advantages of our household ID and strategic partner data as a superior option to cookie-based targeting.

Previous wording

We evaluate our customers' usage of our platform and assess our market penetration and scale based on changes in revenue, contribution ex-TAC and advertiser spend. We define advertiser spend as the total amount billed to our customers for activity on our platform inclusive of the costs of advertising media, third-party data, other add-on features and our platform fee that we charge customers. For the six months ended June 30, 2024 compared to the six months ended June 30, 2023, our revenue grew 21%. We believe growing customer adoption of our newer products and platform features continued to drive incremental revenue, gross profit and contribution ex-TAC during the six months ended June 30, 2024. For a detailed discussion of our key operating measures, see “—Key Operating and Financial Performance Measures—Use of Non-GAAP Financial Measures.”

Current wording

We evaluate our customers' usage of our platform and assess our market penetration and scale based on changes in revenue, contribution ex-TAC and advertiser spend. We define advertiser spend as the total amount billed to our customers for activity on our platform inclusive of the costs of advertising media, third-party data, other add-on features and our platform fee that we charge customers. For the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, our revenue grew 26%. We believe growing customer adoption of our newer products and platform features continued to drive incremental revenue, gross profit and contribution ex-TAC during the nine months ended September 30, 2024. For a detailed discussion of our key operating measures, see “—Key Operating and Financial Performance Measures—Use of Non-GAAP Financial Measures.”

Previous wording

The following tables present our unaudited condensed consolidated statements of operations, our condensed consolidated statements of operations as a percentage of revenue, and the impact of stock-based compensation, depreciation and amortization on each operating expense line item for the three and six months ended June 30, 2024 and 2023:

Current wording

The following tables present our unaudited condensed consolidated statements of operations, our condensed consolidated statements of operations as a percentage of revenue, and the impact of stock-based compensation, depreciation and amortization on each operating expense line item for the three and nine months ended September 30, 2024 and 2023:

Previous wording

Revenue increased by $8.6 million, or 15%, during the three months ended June 30, 2024 compared to the three months ended June 30, 2023. The increase was primarily due to a 63% increase in revenue from marketers in the public services, healthcare, automotive, and travel industry verticals, partially offset by a net 7% decrease in all other industry verticals.

Current wording

Revenue increased by $20.3 million, or 34%, during the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The increase was primarily due to an 154% increase in revenue from marketers in the political, automotive, travel, and consumer goods industry verticals, and a net 6% increase in all other industry verticals.

Previous wording

Platform operations expense increased by $1.6 million, or 5%, during the three months ended June 30, 2024 compared to the three months ended June 30, 2023. This increase was primarily driven by a $0.8 million increase in traffic acquisition costs (“TAC”), a variable function of revenue related to our fixed CPM pricing option and certain arrangements related to our percentage of spend pricing option. The increase was also driven by an increase in other platform operations expense due to a $0.6 million increase in depreciation and amortization, net, related to our continued investment in developed technology, a $0.6 million increase in cloud and data center services in support of our DSP and a $0.1 million increase in personnel costs, partially offset by a $0.6 million decrease in stock-based compensation.

Current wording

Platform operations expense increased by $13.6 million, or 44%, during the three months ended September 30, 2024 compared to the three months ended September 30, 2023. This increase was primarily due to a $12.1 million increase in traffic acquisition costs (“TAC”), a variable function of revenue related to our fixed CPM pricing option and certain arrangements related to our percentage of spend pricing option. The increase was also due to higher other platform operations expense which was driven by a $1.3 million increase in platform costs related to non-operational media purchases, a $0.5 million increase in cloud and data center services in support of our DSP, a $0.2 million increase in depreciation driven by our continued investment in developed technology and a $0.1 million increase in personnel costs, partially offset by a $0.6 million decrease in stock-based compensation.

Previous wording

Sales and marketing expense increased by $1.4 million, or 12%, during the three months ended June 30, 2024 compared to the three months ended June 30, 2023. This increase was due to a $1.5 million increase in advertising expense, a $1.1 million increase in personnel costs and a $0.2 million increase in travel and entertainment expense, partially offset by a $1.4 million decrease in stock-based compensation.

Current wording

Sales and marketing expense decreased by $1.1 million, or 8%, during the three months ended September 30, 2024 compared to the three months ended September 30, 2023. This decrease was primarily due to a $1.4 million decrease in stock-based compensation and a $1.2 million decrease in advertising expense, partially offset by a $1.5 million increase in personnel costs.

Previous wording

Technology and development expense decreased by $0.4 million, or 6%, during the three months ended June 30, 2024 compared to the three months ended June 30, 2023. This decrease was due to a $0.9 million decrease in stock-based compensation, partially offset by a $0.4 million increase in personnel costs and a $0.1 million increase in depreciation expense.

Current wording

Technology and development expense decreased by $0.5 million, or 8%, during the three months ended September 30, 2024 compared to the three months ended September 30, 2023. This decrease was primarily due to a $0.8 million decrease in stock-based compensation, partially offset by a $0.2 million increase in personnel costs and a $0.1 million increase in technology costs in support of our DSP.

Previous wording

General and administrative expense increased by$1.2 million, or 5%, during the six months ended June 30, 2024 compared to the six months ended June 30, 2023. This increase was due to a $1.0 million increase in personnel costs, a $0.6 million increase in business insurance and tax, accounting, legal, and consulting expenses associated with general corporate and compliance matters, and a $0.3 million increase in travel and entertainment expense, partially offset by a $0.6 million decrease in recruiting services, and a $0.1 million decrease in stock-based compensation expense.

Current wording

General and administrative expense increased by $1.5 million, or 14%, during the three months ended September 30, 2024 compared to the three months ended September 30, 2023. This increase was primarily due to a $1.1 million increase in personnel costs, a $0.9 million increase in bad debt expense, a $0.2 million increase in travel and entertainment expense and a $0.1 million increase in accounting, legal, and consulting expenses associated with general corporate and compliance matters, partially offset by a

Previous wording

Total other income, net increased by$0.3 million, or 15%, during the three months ended June 30, 2024 compared to the three months ended June 30, 2023. This increase was primarily attributable to higher interest income on cash and cash equivalents driven by higher interest rates.

Current wording

Total other income, netincreased by$0.1 million, or 3%, during the three months ended September 30, 2024 compared to the three months ended September 30, 2023. This increase was primarily attributable to higher interest income on cash and cash equivalents driven by higher interest rates.

Previous wording

The U.S. federal statutory tax rate was 21% for the six months ended June 30, 2024 and 2023. The company did not recognize an income tax benefit/expense for the six months ended June 30, 2024 and 2023.

Current wording

The U.S. federal statutory tax rate was 21% for the three months ended September 30, 2024 and 2023. The benefit from income taxes wasde minimis during the three months ended September 30, 2024, compared to a provision of $0.2 million for the three months ended September 30, 2023.

Previous wording

Revenue increased by$20.3 million, or 21%, during the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The increase was primarily due to a 54% increase in revenue from marketers in the public service, travel, healthcare, and financial services industry verticals, and a net 2% increase in all other industry verticals.

Current wording

Revenue increased by$40.7 million, or 26%, during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The increase was primarily due to a 67% increase in revenue from marketers in the travel, automotive, consumer goods, and political industry verticals, and a net 13% increase in all other industry verticals.

Previous wording

Platform operations expense increased by$8.1 million, or 14%, during the six months ended June 30, 2024 compared to the six months ended June 30, 2023. This increase was primarily driven by a $6.3 million increase in traffic acquisition costs (“TAC”), a variable function of revenue related to our fixed CPM pricing option and certain arrangements related to our percentage of spend pricing option. The increase was also driven by an increase in other platform operations expense due to a $1.3 million increase in depreciation and amortization, net, related to our continued investment in developed technology, a $1.3 million increase in cloud and data center services in support of our DSP and a $0.3 million increase in personnel costs, partially offset by a $1.1 million decrease in stock-based compensation.

Current wording

Platform operations expense increased by$21.8 million, or 25%, during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. This increase was primarily due to an $18.4 million increase in TAC, a variable function of revenue related to our fixed CPM pricing option and certain arrangements related to our percentage of spend pricing option. The increase was also due to higher other platform operations expense which was driven by a $1.7 million increase in cloud and data center services in support of our DSP, a $1.6 million increase in depreciation, driven by our continued investment in developed technology, a $1.3 million increase in platform costs related to non-operational media purchases and a $0.5 million increase in personnel costs, partially offset by a $1.7 million decrease in stock-based compensation.

Previous wording

Sales and marketing expense increased by$2.1 million, or 9%, during the six months ended June 30, 2024 compared to the six months ended June 30, 2023. This increase was due to a $2.8 million increase in advertising expense, a $1.9 million increase in personnel costs and a $0.7 million increase in travel and entertainment expense, partially offset by a $3.2 million decrease in stock-based compensation and a $0.1 million decrease in facilities expense.

Current wording

Sales and marketing expense increased by$1.0 million, or 3%, during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. This increase was primarily due to a $3.4 million increase in personnel costs, a $1.6 million increase in advertising expense and a $0.7 million increase in travel and entertainment expense, partially offset by a $4.5 million decrease in stock-based compensation and a $0.2 million decrease in facilities expense.

Previous wording

Technology and development expense decreased by$1.0 million, or 8%, during the six months ended June 30, 2024 compared to the six months ended June 30, 2023. This decrease was due to a $1.7 million decrease in stock-based compensation, partially offset by a $0.4 million increase in personnel costs, a $0.2 million increase in professional services expense, and a $0.1 million increase in depreciation expense.

Current wording

Technology and development expense decreased by$1.5 million, or 8%, during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. This decrease was primarily due to a $2.5 million decrease in stock-based compensation and a $0.2 million decrease in facilities expense, partially offset by a $0.6 million increase in personnel costs, a $0.3 million increase in technology costs in support of our DSP and a $0.1 million increase in depreciation expense.

Previous wording

General and administrative expense increased by $1.5 million, or 14%, during the three months ended June 30, 2024 compared to the three months ended June 30, 2023. This increase was due to a $1.1 million increase in accounting, legal, and consulting expenses associated with general corporate and compliance matters, a $0.7 million increase in personnel costs, a $0.5 million increase in travel and entertainment expense, and a $0.1 million increase in facilities expense, partially offset by a $0.4 million decrease in recruiting services, a $0.3 million decrease in business insurance expense, and a $0.2 million decrease in stock-based compensation.

Current wording

General and administrative expense increased by$2.7 million, or 8%, during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. This increase was primarily due to a $2.2 million increase in personnel costs, a $0.8 million increase in bad debt expense, a $0.8 million increase in accounting, legal, and consulting expenses associated with general corporate and compliance matters, a $0.5 million increase in travel and entertainment expense and a $0.2 million increase in facilities expense, partially offset by a $0.7 million decrease in business insurance, licenses and taxes expense, a $0.7 million decrease in stock-based compensation and a $0.4 million decrease in recruiting services.

Previous wording

Total other income, net increased by$1.0 million, or 25%, during the six months ended June 30, 2024 compared to the six months ended June 30, 2023. This increase was primarily attributable to higher interest income on cash and cash equivalents driven by higher interest rates.

Current wording

Total other income, netincreased by$1.0 million, or 17%, during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. This increase was primarily attributable to higher interest income on cash and cash equivalents driven by higher interest rates.

Previous wording

For the six months ended June 30, 2024 and 2023, total interest cost incurred was $0.2 million. Interest costs capitalized during the six months ended June 30, 2024 and 2023 were de minimis.

Current wording

For the nine months ended September 30, 2024 and 2023, total interest cost incurred was $0.3 million and $0.3 million, respectively. Interest costs capitalized during the nine months ended September 30, 2024 and 2023 were de minimis.

Previous wording

Non-GAAP operating expenses is a non-GAAP financial measure. Total operating expenses is the most comparable GAAP financial measure. Non-GAAP operating expenses is defined by us as total operating expenses plus other expense (income), net, less TAC, stock-based compensation, depreciation, amortization and certain other items that are not related to our core operations, such as restructuring and other charges and transaction expense. Non-GAAP operating expenses is a key component in calculating adjusted EBITDA, which is one of the measures we use to provide our business outlook to the investment community. Additionally, non-GAAP operating expenses is used by our management and board of directors to understand and evaluate our operating performance and trends, to prepare and approve our annual budget and to develop short- and long-term operational plans. We believe that the elimination of TAC, stock-based compensation, depreciation, amortization and certain other items not related to our core operations provides another measure for period-to-period comparisons of our business, provides additional insight into our core controllable costs, and is a useful metric for investors because it allows them to evaluate our operational performance in the same manner as our management and board of directors.

Current wording

Non-GAAP operating expenses is a non-GAAP financial measure. Total operating expenses is the most comparable GAAP financial measure. Non-GAAP operating expenses is defined by us as total operating expenses plus other expense (income), net, less TAC, stock-based compensation, depreciation, amortization and certain other items that are not related to our core operations, such as restructuring and other charges, transaction expense and non-operational media purchases. Non-GAAP operating expenses is a key component in calculating adjusted EBITDA, which is one of the measures we use to provide our business outlook to the investment community. Additionally, non-GAAP operating expenses is used by our management and board of directors to understand and evaluate our operating performance and trends, to prepare and approve our annual budget and to develop short- and long-term operational plans. We believe that the elimination of TAC, stock-based compensation, depreciation, amortization and certain other items not related to our core operations provides another measure for period-to-period comparisons of our business, provides additional insight into our core controllable costs, and is a useful metric for investors because it allows them to evaluate our operational performance in the same manner as our management and board of directors.

Previous wording

(1)Restructuring and other includes severance and other charges related to aligning our workforce with our strategic performance goals for the three months ended June 30, 2024.

Current wording

(1)Restructuring and other includes severance and other charges related to aligning our workforce with our strategic performance goals for the nine months ended September 30, 2024, and adjustments to severance charges initially recognized during 2022 for the three and nine months ended September 30, 2023.

Previous wording

Adjusted EBITDA is a non-GAAP financial measure defined by us as net income (loss) before interest expense (income), net, income tax benefit (expense), depreciation, amortization, stock-based compensation and certain other items that are not related to our core operations, such as restructuring and other charges, transaction expense and the extinguishment of debt. Net income (loss) is the most comparable GAAP financial measure. Adjusted EBITDA as a percentage of contribution ex-TAC is a non-GAAP financial measure we calculate by dividing adjusted EBITDA by contribution ex-TAC for the period or periods presented.

Current wording

Adjusted EBITDA is a non-GAAP financial measure defined by us as net income (loss) before interest expense (income), net, income tax benefit (expense), depreciation, amortization, stock-based compensation and certain other items that are not related to our core operations, such as restructuring and other charges, transaction expense and non-operational media purchases. Net income (loss) is the most comparable GAAP financial measure. Adjusted EBITDA as a percentage of contribution ex-TAC is a non-GAAP financial measure we calculate by dividing adjusted EBITDA by contribution ex-TAC for the period or periods presented.

Previous wording

Because of these and other potential limitations, you should consider our non-GAAP financial measures only as supplemental to other GAAP-based financial performance measures, including revenue, net loss and cash flows.

Current wording

Because of these and other potential limitations, you should consider our non-GAAP financial measures only as supplemental to other GAAP-based financial performance measures, including revenue, net income (loss) and cash flows.

Previous wording

Non-GAAP net income (loss) is a non-GAAP financial measure defined by us as net income (loss) adjusted to eliminate the impact of stock-based compensation and certain other items that are not related to our core operations, such as restructuring and other charges, transaction expense and the extinguishment of debt, as well as the income tax effect of these adjustments. Net income (loss) is the most comparable GAAP financial measure. Non-GAAP net income (loss) is a key measure used by our management and board of directors to evaluate operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, we believe that the elimination of stock-based compensation and certain other items that are not related to our core operations provides measures for period-to-period comparisons of our business and additional insight into our core controllable costs. Accordingly, we believe that non-GAAP net income (loss) provides information to investors and the market generally in understanding and evaluating our results of operations in the same manner as our management and board of directors.

Current wording

Non-GAAP net income (loss) is a non-GAAP financial measure defined by us as net income (loss) adjusted to eliminate the impact of stock-based compensation and certain other items that are not related to our core operations, such as restructuring and other charges, transaction expense and non-operational media purchases, as well as the income tax effect of these adjustments. Net income (loss) is the most comparable GAAP financial measure. Non-GAAP net income (loss) is a key measure used by our management and board of directors to evaluate operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, we believe that the elimination of stock-based compensation and certain other items that are not related to our core operations provides measures for period-to-period comparisons of our business and additional insight into our core controllable costs. Accordingly, we believe that non-GAAP net income (loss) provides information to investors and the market generally in understanding and evaluating our results of operations in the same manner as our management and board of directors.

Previous wording

Non-GAAP earnings (loss) per share of Class A common stock—basic and diluted is a non-GAAP financial measure defined by us as earnings (loss) per share of Class A common stock—basic and diluted, adjusted to eliminate the impact of stock-based compensation and certain other items that are not related to our core operations, such as restructuring and other charges, transaction expense and the extinguishment of debt, as well as the income tax effect of such adjustments. Earnings (loss) per share of Class A common stock—basic and diluted is the most comparable GAAP financial measure. Non-GAAP earnings (loss) per share of Class A common stock—basic and diluted is used by our management and board of directors to evaluate operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, we believe that the elimination of stock-based compensation and certain other items that are not related to our core operations provides measures for period-to-period comparisons of our business and provides additional insight into our core controllable costs. Accordingly, we believe that non-GAAP earnings (loss) per share of Class A common stock—basic and diluted provides information to investors and the market generally that aids in the understanding and evaluation of our results of operations in the same manner as our management and board of directors.

Current wording

Non-GAAP earnings (loss) per share of Class A common stock—basic and diluted is a non-GAAP financial measure defined by us as earnings (loss) per share of Class A common stock—basic and diluted, adjusted to eliminate the impact of stock-based compensation and certain other items that are not related to our core operations, such as restructuring and other charges, transaction expense and non-operational media purchases, as well as the income tax effect of such adjustments. Earnings (loss) per share of Class A common stock—basic and diluted is the most comparable GAAP financial measure. Non-GAAP earnings (loss) per share of Class A common stock—basic and diluted is used by our management and board of directors to evaluate operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, we believe that the elimination of stock-based compensation and certain other items that are not related to our core operations provides measures for period-to-period comparisons of our business and provides additional insight into our core controllable costs. Accordingly, we believe that non-GAAP earnings (loss) per share of Class A common stock—basic and diluted provides information to investors and the market generally that aids in the understanding and evaluation of our results of operations in the same manner as our management and board of directors.

Previous wording

Diluted non-GAAP earnings (loss) per share of Class A common stock adjusts the basic non-GAAP earnings (loss) per share for the potential dilutive impact of common shares such as equity awards using the treasury-stock method and Class B common stock using the if-converted method. Diluted non-GAAP earnings (loss) per share of Class A common stock considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. Shares of our Class B common stock, RSUs and nonqualified stock options are considered potentially dilutive shares of Class A common stock. For thethree and six months ended June 30, 2024, Class B common stock has been excluded from the computation of diluted earnings (loss) per share of Class A common stock because the effect would have been anti-dilutive under the if-converted method. For thethree and six months ended June 30, 2023, Class B common stock and nonqualified stock options have been excluded from the computation of diluted earnings (loss) per share of Class A common stock because the effect would have been anti-dilutive under both the if-converted and treasury stock method.

Current wording

Diluted non-GAAP earnings (loss) per share of Class A common stock adjusts the basic non-GAAP earnings (loss) per share for the potential dilutive impact of shares of Class A common stock such as equity awards using the treasury-stock method and Class B common stock using the if-converted method. Diluted non-GAAP earnings (loss) per share of Class A common stock considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. Shares of our Class B common stock, RSUs and nonqualified stock options are considered potentially dilutive shares of Class A common stock. For thethree and nine months ended September 30, 2024, Class B common stock has been excluded from the computation of diluted earnings (loss) per share of Class A common stock because the effect would have been anti-dilutive under the if-converted method. For thethree and nine months ended September 30, 2023, Class B common stock and nonqualified stock options have been excluded from the computation of diluted earnings (loss) per share of Class A common stock because the effect would have been anti-dilutive under both the if-converted and treasury stock method.

Previous wording

(4)The adjustment to net income (loss) attributable to noncontrolling interests represents stock-based compensation, restructuring and other charges and transaction expense attributed to the noncontrolling interests outstanding during the period.

Current wording

(4)The adjustment to net income (loss) attributable to noncontrolling interests represents stock-based compensation, restructuring and other charges and non-operational media purchases attributed to the noncontrolling interests outstanding during the period.

Previous wording

(4)The adjustment to net income (loss) attributable to noncontrolling interests represents stock-based compensation, restructuring and other charges and transaction expense attributed to the noncontrolling interests outstanding during the period.

Current wording

(5)The adjustment to net income (loss) attributable to noncontrolling interests represents stock-based compensation, restructuring and other charges, transaction expense and non-operational media purchases attributed to the noncontrolling interests outstanding during the period.

Previous wording

As of June 30, 2024, we had cash and cash equivalents of $209.7 million and working capital, consisting of current assets less current liabilities, of $227.3 million, compared to cash and cash equivalents of $216.5 million and working capital of $231.6 million as of December 31, 2023.

Current wording

As of September 30, 2024, we had cash and cash equivalents of $214.6 million and working capital, consisting of current assets less current liabilities, of $230.2 million, compared to cash and cash equivalents of $216.5 million and working capital of $231.6 million as of December 31, 2023.

Previous wording

Our primary uses of cash are capital expenditures to develop our technology in support of enhancing our platform; purchases of property and equipment in support of our expanding headcount as a result of our growth; the payment of debt obligations used to finance our operations, capital expenditures, platform development and rapid growth; and future minimum payments under our non-cancelable operating leases. We intend to continue investing in critical areas of our business in 2024 to further accelerate demand for our product and growth across the platform. Additionally, we may use cash to fund repurchases under the stock repurchase program approved by our board of directors in April 2024.

Current wording

Our primary uses of cash are capital expenditures to develop our technology in support of enhancing our platform; purchases of property and equipment in support of our expanding headcount as a result of our growth; the payment of debt obligations used to finance our operations, capital expenditures, platform development and rapid growth; and future minimum payments under our non-cancelable operating leases. We intend to continue investing in critical areas of our business for the remainder of 2024 to further accelerate demand for our product and growth across the platform. Additionally, we may use cash to fund repurchases under the stock repurchase program approved by our board of directors in April 2024.

Previous wording

As of June 30, 2024, our material cash requirements from non-cancelable contractual obligations with an original duration of over one year included future minimum payments under our non-cancelable operating leases, which we estimate will be approximately $2.9 million for the remainder of 2024, $5.6 million in 2025, $5.4 million in 2026, $5.4 million in 2027, and $4.1 million in 2028, and non-cancelable contractual agreements primarily related to the hosting of our data storage processing, storage, and other computing services, which we estimate will be approximately $6.8 million for the remainder of 2024, $12.4 million in 2025, $7.5 million in 2026, and $2.0 million in 2027.

Current wording

As of September 30, 2024, our material cash requirements from non-cancelable contractual obligations with an original duration of over one year included future minimum payments under our non-cancelable operating leases, which we estimate will be approximately $1.3 million for the remainder of 2024, $5.6 million in 2025, $5.4 million in 2026, $5.4 million in 2027, and $4.1 million in 2028, and non-cancelable contractual agreements primarily related to the hosting of our data storage processing, storage, and other computing services, which we estimate will be approximately $3.4 million for the remainder of 2024, $12.4 million in 2025, $7.5 million in 2026, and $2.0 million in 2027.

Previous wording

On February 9, 2021, in connection with our initial public offering ("IPO"), we entered into a tax receivable agreement (the “Tax Receivable Agreement”) with Viant Technology LLC, continuing members of Viant Technology LLC (our “pre-IPO owners”) and the TRA Representative (as defined in the Tax Receivable Agreement), as described under Note 10—Income Taxes and Tax Receivable Agreement to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report. From time to time, our subsidiary, Viant Technology LLC, makes cash distributions on a pro rata basis to its members to the extent necessary to cover the members’ tax liabilities with respect to their share of earnings of Viant Technology LLC. These payments are reflected within “Payment of member tax distributions” on the condensed consolidated statements of cash flows. As of June 30, 2024, we concluded that it was more likely than not that our deferred tax assets subject to the Tax Receivable Agreement would not be realized. Therefore, we currently do not expect to make payments under our Tax Receivable Agreement based on our estimates of future taxable income. As of June 30, 2024, the total unrecorded liability for our Tax Receivable Agreement is approximately $10.3 million.

Current wording

On February 9, 2021, in connection with our initial public offering ("IPO"), we entered into a Tax Receivable Agreement (the "TRA") with Viant Technology LLC, continuing members of Viant Technology LLC (our “pre-IPO owners”) and the TRA Representative (as defined in the TRA), as described under Note 10—Income Taxes and Tax Receivable Agreement to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report. From time to time, our subsidiary, Viant Technology LLC, makes cash distributions on a pro rata basis to its members to the extent necessary to cover the members’ tax liabilities with respect to their share of earnings of Viant Technology LLC. These payments are reflected within “Payment of member tax distributions” on the condensed consolidated statements of cash flows. As of September 30, 2024, we concluded that it was more likely than not that our deferred tax assets subject to the TRA would not be realized. Therefore, the Company has not recorded a liability related to the remaining tax savings it may realize from utilization of such deferred tax assets. As of September 30, 2024, the total unrecorded liability for our TRA is approximately $10.8 million.

Previous wording

On April 23, 2024, our board of directors approved a stock repurchase program with authorization to purchase up to $50 million in shares of our Class A common stock or Class B units of Viant Technology LLC. During the three and six months ended June 30, 2024, we repurchased 0.6 million shares of our Class A common stock, which includes unsettled repurchases as of June 30, 2024, for an aggregate amount of $5.5 million, including costs associated with the repurchases. As of June 30, 2024, $44.6 million remained available under the stock repurchase program for Class A common stock and Class B unit repurchases. For additional information related to share repurchases, refer to Note 9—Stockholders' Equity to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report.

Current wording

On April 23, 2024, our board of directors approved a stock repurchase program with authorization to purchase up to $50 million in shares of our Class A common stock or Class B units of Viant Technology LLC. During thethree and nine months ended September 30, 2024, we repurchased 0.6 and 1.1 million shares of our Class A common stock, respectively, which includes unsettled repurchases as of September 30, 2024, for an aggregate amount of $6.1 million and $11.6 million, respectively, including costs associated with the repurchases. As of September 30, 2024, $38.5 million remained available under the stock repurchase program for Class A common stock and Class B unit repurchases. For additional information related to share repurchases, refer to Note 9—Stockholders' Equity to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report.

Previous wording

The Amended Loan Agreement contains customary conditions to borrowings, events of default and covenants, and also contains a financial covenant requiring us to maintain a minimum fixed charge coverage ratio of 1.40 to 1 when undrawn availability under the Amended Loan Agreement is less than 25%. As of June 30, 2024, we would have been in compliance with this covenant, if applicable, and we do not believe this covenant or any other provision in the Amended Loan Agreement will materially impact our liquidity or otherwise restrict our ability to execute on our business plan during or beyond the next 12 months.

Current wording

The Amended Loan Agreement contains customary conditions to borrowings, events of default and covenants, and also contains a financial covenant requiring us to maintain a minimum fixed charge coverage ratio of 1.40 to 1 when undrawn availability under the Amended Loan Agreement is less than 25%. As of September 30, 2024, we were in compliance with this covenant, and we do not believe this covenant or any other provision in the Amended Loan Agreement will materially impact our liquidity or otherwise restrict our ability to execute on our business plan during or beyond the next 12 months.

Previous wording

Our cash flows provided by operating activities for the six months ended June 30, 2024 was $18.2 million, a net increase of $7.4 million, or 68%, from cash flows provided by operating activities for the six months ended June 30, 2023 of $10.9 million. Cash flows provided by operating activities for the six months ended June 30, 2024 resulted primarily from:

Current wording

Our cash flows provided by operating activities for the nine months ended September 30, 2024 was $35.3 million, a net increase of $20.8 million, or 143%, from cash flows provided by operating activities for the nine months ended September 30, 2023 of $14.5 million. Cash flows provided by operating activities for the nine months ended September 30, 2024 resulted primarily from:

Previous wording

•an increase of $20.2 million due to non-cash add back adjustments to net loss primarily comprised of $10.0 million for stock-based compensation, $8.3 million for depreciation and amortization and $1.9 million of noncash lease expense;

Current wording

•an increase of $31.5 million due to non-cash add back adjustments to net income primarily comprised of $15.3 million for stock-based compensation, $12.4 million for depreciation and amortization, $3.0 million of noncash lease expense and$0.9 million for the provision for doubtful accounts;

Previous wording

•an increase of $2.1 million from changes in working capital (excluding deferred revenue, other liabilities, and operating lease liabilities), including a net decrease of $7.9 million in accounts receivable, prepaid assets and other assets primarily related to higher sales and timing of customer collections due to seasonal fluctuations as well as an increase of $10.0 million in accounts payable, accrued liabilities and accrued compensation primarily related to timing of payments;

Current wording

•an increase of $1.0 million from changes in working capital (excluding deferred revenue, other liabilities and operating lease liabilities), including a net decrease of $22.8 million in accounts receivable, prepaid assets and other assets primarily related to higher sales and timing of customer collections due to seasonal fluctuations as well as an increase of $23.8 million in accounts payable, accrued liabilities and accrued compensation primarily related to timing of payments;

Previous wording

•a decrease in operating lease liabilities of$1.9 million; and

Current wording

•a decrease in operating lease liabilities of$3.2 million; and

Showing the first 40 of 53 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

$0.5 million decrease in stock-based compensation, a $0.2 million decrease in recruiting services and a $0.1 million decrease in business insurance expense.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

•a decrease in deferred revenue of $0.1 million;