SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Business Vertex, Inc. (“Vertex”) and its consolidated subsidiaries and variable interest entities (“VIE”) (collectively, the “Company”) operate as solutions providers of state, local and value added tax calculation, compliance and analytics, offering software products which are sold through software license and software as a service (“cloud”) subscriptions. The Company also provides implementation and training services in connection with its software license and cloud subscriptions, transaction tax returns outsourcing, and other tax-related services. The Company sells to customers located throughout the United States of America (“U.S.”) and internationally. Basis of Consolidation The condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) and include the accounts of the Company. All intercompany transactions have been eliminated in consolidation. The Company has a 80% controlling equity interest in Systax Sistemas Fiscais LTDA (“Systax”), a provider of Brazilian transaction tax content and software. Systax was determined to be a VIE and the accounts are included in the condensed consolidated condensed financial statements. Vertex does not have full decision-making authority over Systax; however, Vertex is the entity that most significantly participates in the variability of the fair value of Systax’s net assets and is considered the entity most closely associated to Systax. As such, Vertex is deemed the primary beneficiary of Systax and consolidates Systax into its condensed consolidated financial statements. Unaudited Interim Financial Information The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information and include the accounts of the Company. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Annual Report”) filed with the SEC on March 10, 2023. The condensed consolidated balance sheet as of December 31, 2022 has been derived from audited financial statements included in the 2022 Annual Report. The accompanying interim condensed consolidated balance sheet as of June 30, 2023, the interim condensed consolidated statements of comprehensive loss and changes in stockholders’ equity for the three and six months ended June 30, 2023 and 2022, and the interim condensed consolidated statements of cash flows for the six months ended June 30, 2023 and 2022 are unaudited. The unaudited interim condensed consolidated financial statements have been prepared on a basis consistent with that used to prepare the annual audited consolidated financial statements and include, in the opinion of management, all adjustments, consisting of normal and recurring items necessary for the fair presentation of the condensed consolidated financial statements. The operating results for the three and six months ended June 30, 2023 are not necessarily indicative of the results expected for the full year ending December 31, 2023. Revision of Previously Issued Financial Statements Certain prior period amounts on the condensed consolidated balance sheets and condensed consolidated statements of cash flows, reflected in the tables below, have been revised to correct for certain immaterial errors, as described below. During the second quarter of 2023, management identified certain immaterial errors impacting previously issued financial statements beginning as of December 31, 2021, and subsequent annual and quarterly reporting periods through March 31, 2023. Specifically, management identified an error in financial statement presentation required to be corrected to correctly reflect Cloud Computing Arrangement (“CCA”) software implementation costs in accordance with Accounting Standards Codification (“ASC”) 350-40, Goodwill and Other, Internal-Use Software Management assessed the materiality of this presentation on prior period consolidated financial statements in accordance with the SEC Staff Accounting Bulletin No. 99, “Materiality,” codified in ASC Topic 250, Accounting Changes and Error Corrections (“ASC 250”). Based on this assessment, management concluded that the error correction is not material to any previously presented interim or annual financial statements. The effect on the consolidated balance sheets is as follows: December 31, 2021 As Reported Revision As Revised Property and equipment, net of accumulated depreciation $ 98,390 $ (1,680) $ 96,710 Other assets 1,900 1,680 3,580 March 31, 2022 (unaudited) Property and equipment, net of accumulated depreciation $ 102,228 $ (4,642) $ 97,586 Other assets 3,158 4,642 7,800 June 30, 2022 (unaudited) Property and equipment, net of accumulated depreciation $ 106,526 $ (7,668) $ 98,858 Other assets 2,592 7,668 10,260 September 30, 2022 (unaudited) Property and equipment, net of accumulated depreciation $ 109,123 $ (11,107) $ 98,016 Other assets 2,422 11,107 13,529 December 31, 2022 Prepaid expenses and other current assets $ 20,383 $ 1,957 $ 22,340 Total current assets 241,189 1,957 243,146 Property and equipment, net of accumulated depreciation 115,768 (14,678) 101,090 Other assets 2,612 12,721 15,333 March 31, 2023 (unaudited) Prepaid expenses and other current assets $ 22,536 $ 3,588 $ 26,124 Total current assets 231,435 3,588 235,023 Property and equipment, net of accumulated depreciation 117,444 (17,942) 99,502 Other assets 2,621 14,354 16,975 The effect on the consolidated statements of cash flows are as follows: Twelve months ended December 31, 2021 As Reported Revision As Revised Cash flows from operating activities: Other changes in operating assets and liabilities $ 336 $ (1,680) $ (1,344) Net cash (used in) provided by operating activities 91,969 (1,680) 90,289 Cash flows from investing activities: Property and equipment additions (33,386) 1,680 (31,706) Net cash used in investing activities (296,458) 1,680 (294,778) Three months ended March 31, 2022 (unaudited) As Reported Revision As Revised Cash flows from operating activities: Other changes in operating assets and liabilities $ (950) $ (2,962) $ (3,912) Net cash (used in) provided by operating activities 2,595 (2,962) (367) Cash flows from investing activities: Property and equipment additions (13,873) 2,962 (10,911) Net cash used in investing activities (17,259) 2,962 (14,297) Six months ended June 30, 2022 (unaudited) As Reported Revision As Revised Cash flows from operating activities: Other changes in operating assets and liabilities $ (457) $ (5,988) $ (6,445) Net cash (used in) provided by operating activities 14,576 (5,988) 8,588 Cash flows from investing activities: Property and equipment additions (27,827) 5,988 (21,839) Net cash used in investing activities (41,170) 5,988 (35,182) Nine months ended September 30, 2022 (unaudited) As Reported Revision As Revised Cash flows from operating activities: Other changes in operating assets and liabilities $ (349) $ (9,427) $ (9,776) Net cash (used in) provided by operating activities 33,026 (9,427) 23,599 Cash flows from investing activities: Property and equipment additions (42,973) 9,427 (33,546) Net cash used in investing activities (59,862) 9,427 (50,435) Twelve months ended December 31, 2022 As Reported Revision As Revised Cash flows from operating activities: Prepaid expenses and other current assets $ (214) $ (1,957) $ (2,171) Other changes in operating assets and liabilities (583) (11,041) (11,624) Net cash (used in) provided by operating activities 76,846 (12,998) 63,848 Cash flows from investing activities: Property and equipment additions (58,530) 12,998 (45,532) Net cash used in investing activities (85,046) 12,998 (72,048) Three months ended March 31, 2023 (unaudited) As Reported Revision As Revised Cash flows from operating activities: Prepaid expenses and other current assets $ (2,109) $ (1,631) $ (3,740) Other changes in operating assets and liabilities (58) (1,633) (1,691) Net cash (used in) provided by operating activities 6,755 (3,264) 3,491 Cash flows from investing activities: Property and equipment additions (13,313) 3,264 (10,049) Net cash used in investing activities (17,561) 3,264 (14,297) The condensed consolidated balance sheet as of December 31, 2022 and the condensed consolidated statement of cash flows for the six months ended June 30, 2022 have been revised in this Quarterly Report on Form 10-Q. The Company intends to revise the remaining quarterly and annual amounts affected in future filings in which they appear, as applicable. Segments The Company operates its business as one operating segment. For the three and six months ended June 30, 2023, approximately 7% of the Company’s revenues were generated from customers located outside the U.S. For the three and six months ended June 30, 2022, revenues generated from customers located outside the U.S. were approximately 10% and 8%, respectively. As of June 30, 2023 and December 31, 2022, $1,056 and $827, respectively, of the Company’s property and equipment assets were held outside the U.S. Use of Estimates The preparation of condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, equity, revenues and expenses during the reporting period. Significant estimates used in preparing these condensed consolidated financial statements include: (i) the estimated allowance for subscription cancellations, (ii) expected credit losses associated with the allowance for doubtful accounts; (iii) allowance for credit losses on available-for-sale debt securities; (iv) the reserve for self-insurance, (v) assumptions related to achievement of technological feasibility for software developed for sale, (vi) product life cycles, (vii) estimated useful lives and potential impairment of long-lived assets and intangible assets, (viii) potential impairment of goodwill, (ix) determination of the fair value of tangible and intangible assets acquired, liabilities assumed and consideration transferred in acquisitions, (x) amortization period of material rights and deferred commissions (xi) Black-Scholes-Merton option pricing model (“Black-Scholes model”) input assumptions used to determine the fair value of certain stock-based compensation awards, and Employee Stock Purchase Plan (“ESPP”) purchase rights (xii) measurement of future purchase commitment, contingent consideration liabilities and deferred purchase consideration liabilities associated with acquisitions, and (xiii) the potential outcome of future tax consequences of events that have been recognized in the condensed consolidated financial statements or tax returns. Actual results may differ from these estimates. Software Development Costs Cloud Computing Software Implementation Costs The Company follows ASC 350-40, Goodwill and Other, Internal-Use Software, an option to extend, ranging from two Costs related to cloud computing implementation incurred in hosting arrangements are capitalized and reported as a component of prepaid expenses and other current assets, or non-current assets. At June 30, 2023, $4,639 and $16,615 were reported in prepaid expenses and other current assets, and non-current assets, respectively, in the condensed consolidated balance sheets. Amortization expense for capitalized cloud computing implementation costs for both the three and six month periods ended June 30, 2023 was $699 and is included in general and administrative expense in the condensed consolidated statements of comprehensive loss. There was no amortization expense for the three and six month periods ended June 30, 2022. Supplemental Balance Sheet Disclosures Supplemental balance sheet disclosures are as follows for the respective periods: As of June 30, December 31, 2023 2022 (unaudited) Prepaid expenses and other current assets: Prepaid expenses $ 6,187 $ 5,875 Unamortized cloud computing implementation costs 4,105 1,957 Prepaid insurance 647 2,291 Prepaid licenses and support 11,087 12,217 Prepaid expenses and other current assets $ 22,026 $ 22,340 Other assets: Unamortized cloud computing implementation costs $ 14,545 $ 12,721 Other assets 2,079 2,612 Total other assets $ 16,624 $ 15,333 Accrued expenses: Accrued general expenses $ 20,593 $ 18,485 Accrued contract labor and professional fees 12,782 17,421 Accrued income and other taxes 22,616 2,328 Accrued expenses $ 55,991 $ 38,234 Recently Issued or Adopted Accounting Pronouncements As an “emerging growth company,” the Jumpstart Our Business Startups Act allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to delay adoption of certain new or revised accounting standards. As a result, the Company’s financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective date for new or revised accounting standards that are applicable to public companies. Deferred Revenue In October 2021, the Financial Accounting Standard Board issued ASU No. 2021-08, Business Combinations (“ASU 2021-08”). ASU 2021-08 provides specific guidance on how to recognize and measure contract assets and contract liabilities related to revenue contracts with customers acquired in a business combination. This will align the accounting for these acquired contracts to the accounting for revenue contracts originated by the acquirer and will provide more comparable information to investors and other financial statement users seeking to better understand the financial impact of these acquisitions. The Company adopted this standard effective January 1, 2023 on a prospective basis for business combinations occurring on or after this date. Although this standard does not have a material impact on the Company’s current condensed consolidated financial statements, adoption could have a material impact on the accounting for future acquisitions reflected in the Company’s condensed consolidated financial statements. |