Reportable Segments

6 Months Ended

Jun. 30, 2022

Segment Reporting [Abstract]

Reportable Segments

Note 16. Reportable Segments

During the first quarter of 2022, the Company made organizational changes and modified additional information provided to its CODM to better align with how its CODM assesses performance and allocates resources. As a result, we have two reportable segments, Americas and International. Our CODM uses the profit measure of Adjusted EBITDA, on both a consolidated and a segment basis, to allocate resources and assess performance of our businesses. We use Adjusted EBITDA as our profit measure because it eliminates the impact of certain items that we do not consider indicative of operating performance, which is useful to compare operating results between periods. Our board of directors and executive management team also use Adjusted EBITDA as a compensation measure for both segment and corporate management under our incentive compensation plans. Adjusted EBITDA is also a measure frequently used by securities analysts, investors, and other interested parties in their evaluation of the operating performance of companies similar to ours.

We define Adjusted EBITDA as net income before interest, taxes, depreciation, and amortization, and as further adjusted for loss on extinguishment of debt, share-based compensation, transaction and acquisition-related charges, integration and restructuring charges, and other non-cash charges. We exclude the impact of share-based compensation because it is a non-cash expense and we believe that excluding this item provides meaningful supplemental information regarding performance and ongoing cash generation potential. We exclude loss on extinguishment of debt, transaction and acquisition related charges, integration and restructuring charges, and other charges because such expenses are episodic in nature and have no direct correlation to the cost of operating our business on an ongoing basis.

The segment financial information below aligns with how we report information to our CODM to assess operating performance and how the Company manages the business. Corporate costs are generally allocated to the segments based upon estimated revenues levels and other assumptions that management considers reasonable. The CODM does not review the Company’s assets by segment; therefore, such information is not presented. The accounting policies of the segments are the same as described in Note 2, “Significant Accounting and Reporting Policies” and Note 9, “Revenues.”

The following is a description of our two reportable segments:

Americas. This segment performs a variety of background check and compliance services across all phases of the workforce lifecycle from pre-onboarding services to post-onboarding and ongoing monitoring services, covering employees, contractors, contingent and extended workers, drivers, tenants, and volunteers. We generally classify our service offerings into three categories: pre-onboarding, post-onboarding, and adjacent products. We deliver our solutions across multiple vertical industries in the United States, Canada, and Latin America markets.

International. The International segment provides services similar to our Americas segment in regions outside of the Americas. We primarily deliver our solutions across multiple vertical industries in the Europe, India, and Asia Pacific markets.

A reconciliation of Segment Adjusted EBITDA to net income (loss) for the three and six months ended June 30, 2022 and 2021 is as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022			2021
Adjusted EBITDA
Americas	$	52,954	$	49,208	$	99,773		$	83,055
International		7,880		7,114		14,661			9,857
Total	$	60,834	$	56,322	$	114,434		$	92,912
Adjustments to reconcile to net income (loss):
Interest expense, net		3,112		10,452		2,262			17,169
Provision (benefit) for income taxes		5,432		3,063		10,367			(1,372	)
Depreciation and amortization		34,407		35,918		68,441			70,681
Loss on extinguishment of debt		—		—		—			13,938
Share-based compensation		1,943		2,664		3,802			3,226
Transaction and acquisition-related charges (a)		1,179		382		2,677			4,366
Integration, restructuring, and other charges (b)		525		73		(364	)		523
Net income (loss)	$	14,236	$	3,770	$	27,249		$	(15,619	)

(a)Represents charges incurred related to acquisitions and similar transactions, primarily consisting of change in control-related costs, professional service fees, and other third-party costs. Additionally includes incremental professional service fees incurred related to the initial public offering and subsequent one-time compliance efforts. The three and six months ended June 30, 2022 includes a transaction bonus expense related to one of the Company’s 2021 acquisitions.

(b)Represents charges from organizational restructuring and integration activities, non-cash, and other charges primarily related to legal exposures inherited from legacy acquisitions, foreign currency (gains) losses, and (gains) losses on the sale of assets.

Geographic Information

The Company bases revenues by geographic region in which the revenues and invoicing are recorded. Other than the United States, no single country accounted for 10% or more of our total revenues during these periods.

The following summarizes revenues by geographical region for the three and six months ended June 30, 2022 and 2021 (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2022			2021			2022			2021
Revenues
Americas	$	170,591		$	146,300		$	330,679		$	262,823
International		33,044			30,080			64,785			46,642
Eliminations		(2,074	)		(1,554	)		(4,022	)		(2,569	)
Total revenues	$	201,561		$	174,826		$	391,442		$	306,896

The following table sets forth net long-lived assets by geographic area as of June 30, 2022 and December 31, 2021 (in thousands):

	June 30, 2022		December 31, 2021
Long-lived assets, net
United States, country of domicile	$	1,186,972	$	1,213,093
All other countries		195,060		199,459
Total long-lived assets, net	$	1,382,032	$	1,412,552